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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549




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FORM 10-K



|  |                                                                                                                                                                                  
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|þ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
	SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED EFFECTIVE
	OCTOBER 7, 1996] 
	 For the fiscal year ended December 31, 2001

or



|  |                                                                                                                                                             
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------
|o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
	SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] 
	 For the transition period
	from            to

Commission File Number 1-12244

NEW PLAN EXCEL REALTY TRUST, INC.

(Exact Name of Registrant as Specified in Its
Charter)


|                                                                                          |  |                                                 
|----------------------------------------------------------------------------------------- |  | ------------------------------------------------
|Maryland
	(State of Incorporation)                                                        |  | 33-0160389
	(I.R.S. Employer Identification No.)
|                                                                                         
|1120 Avenue of the Americas
	New York, NY 10036
	(Address of Principal Executive Offices) |  | (212) 869-3000
	(Registrants Telephone Number) 

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

|                                                 |  |                        
|------------------------------------------------ |  | -----------------------
|Common Stock, $0.01 par value per share          |  | New York Stock Exchange
|Series A Cumulative Convertible Preferred
	Stock |  | New York Stock Exchange
|Series B Cumulative Redeemable Preferred
	Stock  |  | New York Stock Exchange

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

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, and (2) has been
subject to such filing requirements for the past
90 days. Yes þ  No o

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
this Form 10-K. o

The aggregate market value of the
Registrants shares of common stock held by non-affiliates
was approximately $1,823,331,000 as of March 1, 2002, based
on the closing price of $19.92 on the NYSE on that date.

As of March 1, 2002, the number of shares of
common stock of the Registrant outstanding was 94,357,359.

Documents incorporated by reference: Portions of
the Proxy Statement for the 2002 Annual Meeting of Stockholders
of the Registrant to be filed subsequently with the SEC are
incorporated by reference into Part III of this report.



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TABLE OF CONTENTS

|         |          |  |                                                                                        |      |  |    | 
|-------- | -------- |  | -------------------------------------------------------------------------------------- | ---- |  | -- | 
|         |          |  |                                                                                        | Page
|         |          |  |                                                                                        |     
|PART I   |          |  | 1                                                                                      |     
|         | Item 1.  |  | Business                                                                               |      |  | 1  | 
|         | Item 2.  |  | Properties                                                                             |      |  | 13 | 
|         | Item 3.  |  | Legal Proceedings                                                                      |      |  | 14 | 
|         | Item 4.  |  | Submission of Matters to a Vote of Security
	Holders                                   |      |  | 14 | 
|PART II  |          |  | 14                                                                                     |     
|         | Item 5.  |  | Market for Registrants Common Equity and
	Related Stockholder Matters                 |      |  | 14 | 
|         | Item 6.  |  | Selected Financial Data                                                                |      |  | 15 | 
|         | Item 7.  |  | Managements Discussion and Analysis of
	Financial Condition and Results of Operations |      |  | 16 | 
|         | Item 7A. |  | Quantitative and Qualitative Disclosures About
	Market Risk                            |      |  | 30 | 
|         | Item 8.  |  | Financial Statements and Supplementary Data                                            |      |  | 31 | 
|         | Item 9.  |  | Changes in and Disagreements with Accountants on
	Accounting and Financial Disclosure  |      |  | 31 | 
|PART III |          |  | 31                                                                                     |     
|         | Item 10. |  | Directors and Executive Officers of the Registrant                                     |      |  | 31 | 
|         | Item 11. |  | Executive Compensation                                                                 |      |  | 31 | 
|         | Item 12. |  | Security Ownership of Certain Beneficial Owners
	and Management                        |      |  | 31 | 
|         | Item 13. |  | Certain Relationships and Related Transactions                                         |      |  | 31 | 
|PART IV  |          |  | 32                                                                                     |     
|         | Item 14. |  | Exhibits, Financial Statement Schedules and
	Reports on Form 8-K                       |      |  | 32 | 



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PART I

Forward-Looking Statements

This Annual Report on Form 10-K, together
with other statements and information publicly disseminated by
New Plan Excel Realty Trust, Inc. (the Registrant or
the Company), contains certain forward-looking
statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Such statements are based on assumptions
and expectations which may not be realized and are inherently
subject to risks, uncertainties and other factors, many of which
cannot be predicted with accuracy and some of which might not
even be anticipated. Future events and actual results,
performance or achievements, financial and otherwise, may differ
materially from the results, performance or achievements
expressed or implied by the forward-looking statements. Risks,
uncertainties and other factors that might cause such
differences, some of which could be material, include, but are
not limited to: national and local economic, business and real
estate and other market conditions, including the economic
disruption and uncertainty resulting from the terrorist attacks
that occurred on September 11, 2001 and any similar or
related events that may occur in the future; financing risks,
such as the inability to obtain debt or equity financing on
favorable terms; the level and volatility of interest rates;
financial stability of tenants, including the ability of tenants
to pay rent, the decision of tenants to close stores and the
effect of bankruptcy laws; the impact of increases in electronic
commerce; the rate of revenue increases versus expense
increases; governmental approvals, actions and initiatives;
environmental/safety requirements and costs; risks of real
estate acquisition and development (including the failure of
acquisitions to close and pending developments to be completed
on time and within budget); risks of disposition strategies
(including the failure to complete sales on a timely basis and
the failure to reinvest sale proceeds in a manner that generates
favorable returns); risks of joint venture activities; as well
as other risks identified in this Annual Report on
Form 10-K and, from time to time, in the other reports
filed by the Company with the SEC or otherwise publicly
disseminated by the Company. We undertake no obligation to
publicly update or revise forward-looking statements, whether as
a result of new information, future events or otherwise.

Item 1. Business

General

The Company, a self-administered and self-managed
equity real estate investment trust (REIT), is a
Maryland corporation and one of the nations largest owners
of community and neighborhood shopping centers. As of
December 31, 2001, the Company owned interests in
270 properties in 31 states. The Companys
properties at that date included 213 community and
neighborhood shopping centers with approximately 32 million
square feet of gross leasable area and 57 other assets
(primarily retail) with approximately six million square feet of
gross leasable area.

The Company elected to be taxed as a REIT for
federal income tax purposes, beginning with its taxable year
ended December 31, 1987, and believes that, beginning with
that taxable year, it has been organized and has operated in
conformity with the requirements for qualification as a REIT
under the Internal Revenue Code of 1986. Although the Company
believes that it will continue to operate in such a manner, no
assurance can be given that the Company will continue to qualify
as a REIT. In order to maintain its qualification as a REIT,
among other things, the Company must distribute to its
stockholders each year at least 90% of its REIT taxable income
and meet certain tests regarding the nature of its income and
assets. As a REIT, the Company is not subject to federal income
tax with respect to that portion of its income, which meets
certain criteria and is distributed annually to the
stockholders. Additionally, to facilitate maintenance of the
Companys REIT qualification and for other strategic
reasons, the Companys charter generally prohibits any
person from acquiring or holding shares of the Companys
preferred and common stock in excess of 9.8% (by value or by
number of shares, whichever is more restrictive) of the
outstanding shares of each class or series of stock of the
Company, subject to certain exceptions.

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Description of Business

As of December 31, 2001, the Company owned
interests in 270 properties containing over
37.8 million square feet of gross leasable area in
31 states. The Companys properties at that date
included 213 community and neighborhood shopping centers
with approximately 32 million square feet of gross leasable
area and 57 other assets (primarily retail) with
approximately six million square feet of gross leasable area. Of
the 270 properties, 14 properties (12 community and
neighborhood shopping centers and two enclosed malls/ specialty
retail properties) were under redevelopment at December 31,
2001. The occupancy rate as of December 31, 2001 for the
properties (excluding the 14 properties under
redevelopment) was 90%.

The Company maintains its principal executive
offices at 1120 Avenue of the Americas, New York, New York
10036, where its telephone number is (212) 869-3000.

Strategy and Philosophy

The Companys primary objective is to own
and manage a portfolio of commercial retail properties, a
majority of which are community and neighborhood shopping
centers, that will provide increasing cash flow for quarterly
distributions to shareholders while protecting investor capital
and providing potential for capital appreciation. The Company
seeks to achieve this objective by (i) aggressively
managing, and where appropriate, redeveloping and upgrading its
existing properties, (ii) making selective acquisitions of
well-located neighborhood and community shopping centers, either
on an individual basis or in portfolio transactions,
(iii) recycling capital created through non-strategic asset
dispositions, and (iv) continuing to maintain a strong and
flexible financial position to facilitate growth.

Aggressive
Management

The Company aggressively manages its retail
properties, with an emphasis on maintaining high occupancy rates
and a strong base of nationally recognized anchor tenants. The
Company regularly monitors the physical condition of its retail
properties and the financial condition of its retail tenants.
The Company follows a schedule of regular physical maintenance
at its retail properties with a view toward tenant expansions,
renovations and refurbishing to preserve and increase the value
of these properties. In connection with these efforts, the
Company has field offices throughout the country, each of which
is responsible for managing the leasing, property management and
maintenance of the Companys properties in its region, and
currently is improving the general appearance of certain of its
properties by upgrading existing roofs and facades, updating
signage, resurfacing parking lots and improving parking lot and
exterior building lighting. The Company seeks to increase the
cash flow and portfolio value of its existing properties
primarily through contractual rent increases during the lease
term, re-letting of existing space at higher rents, expansion
and redevelopment of existing properties and the minimization of
overhead and operating costs.

During 2001, the Company invested
$14 million in deferred maintenance in its properties in
order to maintain and improve their competitive market position
and completed approximately $23 million of redevelopment
projects.

Acquisition
of Properties

The Company intends to focus on retail
properties, primarily community and neighborhood shopping
centers, that generate stable cash flows and present the
opportunity for appreciation. The Company may seek to expand its
portfolio by making selective, opportunistic acquisitions of
individual properties and portfolios of well-located
neighborhood and community shopping centers and other retail
properties with tenants that have a national or regional
presence and an established credit quality, and that the Company
believes will have the ability to make timely lease payments
over the term of the lease. When acquiring properties, the
Company focuses on the quality of the location and comparable
market rents. In this regard, the Company may, from time to
time, (i) enter into joint venture arrangements with third
parties for the acquisition and management of properties,
(ii) acquire individual properties from unaffiliated
property owners for cash or in exchange for units of limited
partnership interest in a partnership that the Company controls,
and/or (iii) acquire various public and private real estate
companies and real estate portfolios. The Companys
strategy with respect to the

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last of these three options is to capitalize on
the benefits of size, market capitalization, liquidity and
financial strength that can be gained from consolidation.


In March 2002, the Company acquired
92 community and neighborhood shopping centers from
CenterAmerica Property Trust, L.P., a private company majority
owned by Morgan Stanley Real Estate Fund II.

Disposition
of Properties

The Company generally holds its properties for
investment and the production of rental income and not for sale
to customers or other buyers in the ordinary course of the
Companys business. If the Company were treated as holding
properties for sale to customers in the ordinary course of its
business, tax rules applicable to REITs would subject the
Company to tax equal to 100% of its gain from each property
sold. However, the Company continually analyzes each asset in
its portfolio and identifies those properties that can be sold
or exchanged (to the extent consistent with REIT qualification
requirements) for optimal sales prices or exchange values, given
prevailing market conditions and the particular characteristics
of each property. Through this strategy, the Company seeks to
continually update its core property portfolio by disposing of
properties that have limited growth potential or are not a
strategic fit within the Companys overall portfolio and
redeploying capital into newer properties or properties where
the Companys aggressive management techniques may maximize
property values. The Company may engage from time to time in
like-kind property exchanges which allow the Company to dispose
of properties and redeploy proceeds in a tax efficient manner.

In November 2000, the Company announced plans to
dispose of, over time, certain shopping centers, as well as
certain non-strategic assets including its single tenant and
miscellaneous properties and its garden apartment communities in
order to refocus the Company on its retail franchise. In
addition, the Company continues to monetize certain of its joint
venture projects and notes receivable. In September 2001, the
Company completed the sale of its entire garden apartment
portfolio for $380 million, and also during 2001, disposed
of or monetized an additional $84 million of assets.

Financing
Strategy

The Company intends to finance future
acquisitions with the most advantageous sources of capital
available to the Company at the time, which may include the sale
of common stock, preferred stock or debt securities through
public offerings or private placements, the incurrence of
additional indebtedness through secured or unsecured borrowings,
and the reinvestment of proceeds from the disposition of assets.
The Company also may enter into joint ventures with institutions
to acquire large properties or portfolios, reducing the amount
of capital required by the Company to make such investments. The
Companys financing strategy is to maintain a strong and
flexible financial position by (i) maintaining a prudent
level of leverage, (ii) maintaining a large pool of
unencumbered properties and (iii) managing its exposure to
interest rate risk represented by its floating rate debt.

In January 2002, the Company completed a public
offering of 6,900,000 shares of its common stock, proceeds
of which were used to fund a portion of the Companys
acquisition of 92 community and neighborhood shopping
centers.

Recent Developments

Extension
of Term Loan Facility

On May 9, 2001, the Company entered into an
agreement with Fleet National Bank to refinance its
$75 million unsecured senior term loan facility with Fleet
National Bank, extending the maturity to May 8, 2002 with a
one-time extension option to November 17, 2002. The
extended facility continues to bear interest at LIBOR plus 90
basis points. As of December 31, 2001, there was $75
million of debt outstanding under the facility.

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Sale
of Garden Apartment Portfolio

On September 21, 2001, the Company sold its
entire garden apartment portfolio for approximately
$380 million of gross proceeds. Approximately
$55 million of the proceeds were used to satisfy existing
mortgage debt encumbering the garden apartment communities, and
the remaining proceeds were used to pay down other outstanding
debt of the Company and to fund a portion of the acquisition of
the Arapahoe Crossings shopping center. As a result of entering
into the purchase contract for the sale of the garden apartment
portfolio in May 2001, the assets and operations of the
Companys garden apartment portfolio were reclassified and
reported as discontinued operations.

Addition
to S&P MidCap 400 Index

On October 9, 2001, Standard &
Poors added the Company to the S&P MidCap 400
Index.

Arapahoe
Crossings Acquisition

On October 10, 2001, the Company acquired
the Arapahoe Crossings shopping center from The Ellman Companies
for approximately $48 million in cash and the satisfaction
of $13.6 million of notes receivable and accrued interest.
Arapahoe Crossings is a 426,000 square foot
grocery-anchored community shopping center located in Aurora,
Colorado, southeast of Denver, which is in the final phase of
development. Tenants include King Soopers (a division of The
Kroger Co.), Kohls, Borders, Marshalls, OfficeMax and Old
Navy.

Extension
of Term of Credit Facility

On October 22, 2001, the Company entered
into an agreement with The Bank of New York to extend the
maturity date of $122.5 million of debt under one of the
Companys unsecured senior revolving credit facilities with
The Bank of New York to October 21, 2002. The extended
facility continues to bear interest at LIBOR plus
72.5 basis points. As of December 31, 2001, there was
no debt outstanding under this facility. The Companys
other $122.5 million unsecured senior revolving credit
facility with The Bank of New York matures on November 17,
2002. As of December 31, 2001, there was $20 million
outstanding under that facility, which bears interest at LIBOR
plus 67.5 basis points.

Portfolio
Acquisition

On January 13, 2002, the Company entered
into a definitive agreement with CenterAmerica Property Trust,
L.P., a private company majority owned by Morgan Stanley Real
Estate Fund II, to acquire a portfolio of 92 community
and neighborhood shopping centers (the Portfolio
Acquisition). The transaction closed on March 1,
2002. The 92 shopping centers contain an aggregate of
approximately 10.4 million square feet of gross leasable
area. As part of the transaction, the Company also acquired a
10% managing membership interest in a joint venture with a
private U.S. pension fund. The joint venture currently owns
13 grocery-anchored shopping centers located in six states.
The aggregate purchase price for the acquisition was
approximately $654 million, consisting of approximately
$365 million in cash and the assumption of approximately
$289 million of outstanding debt. The cash component of the
acquisition was financed with the proceeds of a public equity
offering of the Companys common stock and with borrowings
under the Companys existing credit facilities and an
interim facility.

To facilitate the Portfolio Acquisition, on
December 27, 2001, the Company entered into amendments to
its existing unsecured senior revolving credit facilities with
The Bank of New York and its existing unsecured senior term loan
facility with Fleet National Bank. Under these amendments, two
of the Companys financial covenants were modified,
effective March 1, 2002 (the closing date of the Portfolio
Acquisition). Specifically, the banks agreed to raise the limit
on the Companys permitted consolidated total indebtedness
from 55% of total capital to 57.5% of total capital, and to
raise the limit on the Companys permitted consolidated
unsecured indebtedness from 50% of the value of its unencumbered
assets to 55% of the value of its unencumbered assets. In both
cases, the increased debt levels are permitted only until such
time as the Company engages in capital transactions (such as
equity offerings or asset sales) from and after January 13,
2002 that raise a total of at least $200 million of net proceeds.

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Issuance
of Public Equity

On January 29, 2002, the Company completed a
public offering of 6,900,000 of its common shares at $18.52 per
share. The net proceeds to the Company from the offering were
approximately $120.7 million, and were used initially to
pay down amounts outstanding under the Companys revolving
credit facilities (which amounts were subsequently re-drawn to
finance the Portfolio Acquisition).

Interim
Credit Facility

On March 1, 2002, the Company entered into a
new $125 million senior unsecured term loan facility with
Fleet National Bank. The new facility bears interest, at the
Companys option, at either LIBOR plus a spread based upon
the Companys credit ratings, which spread currently would
be 90 basis points, or at the higher of Fleet National
Banks prime rate (plus 25 basis points in specified
circumstances) or 50 basis points above the federal funds
rate. The facility matures on February 28, 2003. The loan
agreement prepared in connection with the new facility contains
covenants substantially similar to those included in the
Companys existing term loan facility with Fleet National
Bank and its two existing revolving credit facilities with The
Bank of New York. The proceeds of the loan were used to finance
a portion of the Portfolio Acquisition.

Management
Changes

On March 1, 2002, Scott MacDonald was
appointed Chief Operating Officer and President of the Company.
Mr. MacDonald was previously the Chief Executive Officer
and President of CenterAmerica Property Trust, L.P.

Kmart
Bankruptcy

On January 22, 2002, Kmart Corporation, the
Companys largest tenant, filed for bankruptcy protection
under Chapter 11 of the federal bankruptcy laws. Prior to
the bankruptcy filing, the Company leased space at 40 of its
shopping centers to Kmart. Kmart has since rejected the leases
at two locations. An additional two locations are subleased or
assigned to third parties.

The 36 remaining Kmart locations, all of which
currently are physically occupied, contain a total of
3.4 million square feet of gross leasable area, or
approximately 8.9% of the Companys total gross leasable
area. As of December 31, 2001, Kmarts annualized base
rent for these 36 locations was $14.9 million, or
approximately $4.45 per square foot, which represented 5.6% of
the Companys total annualized base rent. In addition,
three of the 92 shopping centers acquired in the Portfolio
Acquisition contain Kmart stores. As of December 31, 2001,
on a pro forma basis and excluding the two leases which Kmart
has already rejected and the two subleased or assigned
locations, Kmarts annualized base rent for the
39 locations was approximately $16.1 million, or
approximately $4.42 per square foot, which would represent
approximately 4.8% of the Companys total annualized base
rent.

Employees

As of December 31, 2001, the Company
employed approximately 375 individuals (including executive,
administrative and field personnel). In connection with the
Portfolio Acquisition, the Company retained approximately 95
employees (including executive, administrative and field
personnel) from CenterAmerica.

Financial Information about Industry
Segments

As a result of the Companys sale of its
garden apartment community portfolio in 2001, the principal
business of the Company and its consolidated subsidiaries is the
ownership, development and operation of retail shopping centers.
The Company does not distinguish or group its operations on a
geographical basis for purposes of measuring performance.
Accordingly, the Company believes it has a single reportable
segment for disclosure purposes in accordance with generally
accepted accounting principles. Further, all operations are
within the United States and no tenant comprises more that 10%
of total revenues. See the Consolidated

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Financial Statements and Notes thereto included
in Item 8 of this Annual Report on Form 10-K for
certain information required by Item 1. See
 Description of Business  Strategy
and Philosophy above.


Risk Factors

Set forth below are the risks that we believe are
material to investors who purchase or own our securities that
are not otherwise described in this Annual Report on
Form 10-K. We have separated the risks into three groups:



| |   |                                                      
| | - | -----------------------------------------------------
| |  | risks related to our properties and business;        
|
| |  | risks related to our organization and structure;
	and
|
| |  | tax risks.                                           

Risks Related to Our Properties and
Business

Adverse market conditions and competition may
impede our ability to generate sufficient income to pay expenses
and maintain properties.The economic
performance and value of our properties are subject to all of
the risks associated with owning and operating real estate,
including:



| |   |                                                                                                                                                                                                            
| | - | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | changes in the national, regional and local
	economic climate;                                                                                                                                             
|
| |  | local conditions, including an oversupply of
	space in properties like those that we own, or a reduction in
	demand for properties like those that we own;                                                 
|
| |  | the attractiveness of our properties to tenants;                                                                                                                                                           
|
| |  | the ability of tenants to pay rent;                                                                                                                                                                        
|
| |  | competition from other available properties;                                                                                                                                                               
|
| |  | changes in market rental rates;                                                                                                                                                                            
|
| |  | the need to periodically pay for costs to repair,
	renovate and re-let space;                                                                                                                              
|
| |  | changes in operating costs, including costs for
	maintenance, insurance and real estate taxes;                                                                                                             
|
| |  | the fact that the expenses of owning and
	operating properties are not necessarily reduced when
	circumstances such as market factors and competition cause a
	reduction in income from the properties; and
|
| |  | changes in laws and governmental regulations,
	including those governing usage, zoning, the environment and
	taxes.                                                                                        

Downturns in the retailing industry likely
will have a direct impact on our
performance.Our properties consist of
community and neighborhood shopping centers and other retail
properties. Our performance therefore is linked to economic
conditions in the market for retail space generally. The market
for retail space has been or could be adversely affected by
weakness in the national, regional and local economies, the
adverse financial condition of some large retailing companies,
the ongoing consolidation in the retail sector, the excess
amount of retail space in a number of markets, and increasing
consumer purchases through catalogues or the Internet. To the
extent that any of these conditions occur, they are likely to
impact market rents for retail space.

Failure by any anchor tenant with leases in
multiple locations to make rental payments to us, because of a
deterioration of its financial condition or otherwise, could
seriously harm our performance.Our
performance depends on our ability to collect rent from tenants.
At any time, our tenants may experience a downturn in their
business that may significantly weaken their financial
condition. As a result, our tenants may delay a number of lease
commencements, decline to extend or renew a number of leases
upon expiration, fail to make rental payments when due under a
number of leases, close a number of stores or declare
bankruptcy. Any of these actions could result in the termination
of the tenants leases and the loss of rental income
attributable to

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the terminated leases. In addition, lease
terminations by an anchor tenant or a failure by that anchor
tenant to occupy the premises could result in lease terminations
or reductions in rent by other tenants in the same shopping
centers under the terms of some leases. In that event, we may be
unable to re-lease the vacated space at attractive rents or at
all. The occurrence of any of the situations described above,
particularly if it involves a substantial tenant with leases in
multiple locations, could seriously harm our performance. As of
December 31, 2001, our largest retail tenants were Kmart
and Wal-Mart whos scheduled annualized base rents
represented 6.2% and 4.6%, respectively, of the Companys
total annualized base rents.


We may be unable to collect balances due from
any tenants in bankruptcy.We cannot
assure you that any tenant that files for bankruptcy protection
will continue to pay us rent. A bankruptcy filing by or relating
to one of our tenants or a lease guarantor would bar all efforts
by us to collect pre-bankruptcy debts from that tenant or the
lease guarantor, or their property, unless we receive an order
permitting us to do so from the bankruptcy court. A tenant or
lease guarantor bankruptcy could delay our efforts to collect
past due balances under the relevant leases, and could
ultimately preclude collection of these sums. If a lease is
assumed by the tenant in bankruptcy, all pre-bankruptcy balances
due under the lease must be paid to us in full. However, if a
lease is rejected by a tenant in bankruptcy, we would have only
a general unsecured claim for damages. Any unsecured claim we
hold may be paid only to the extent that funds are available and
only in the same percentage as is paid to all other holders of
unsecured claims, and there are restrictions under bankruptcy
laws that limit the amount of the claim we can make if a lease
is rejected. As a result, it is possible that we may recover
substantially less than the full value of any unsecured claims
we hold.

We face considerable competition in the
leasing market and may be unable to renew leases or re-let space
as leases expire.We compete with a
number of other companies in providing leases to prospective
tenants and in re-letting space to current tenants upon
expiration of their respective leases. If our tenants decide not
to renew or extend their leases upon expiration, we may not be
able to re-let the space. Even if the tenants do renew or we can
re-let the space, the terms of renewal or re-letting, including
the cost of required renovations, may be less favorable than
current lease terms or than expectations for the space. As of
December 31, 2001, leases were scheduled to expire on a
total of approximately 11.3% of the space at our properties
through 2002. We may be unable to promptly renew the leases or
re-let this space, or the rental rates upon renewal or
re-letting may be significantly lower than expected rates.

Future acquisitions of properties may not
yield the returns we expect, may result in disruptions to our
business and may strain management
resources.We intend to continue
acquiring community and neighborhood shopping centers. Newly
acquired properties may fail to perform as expected. Our
management may underestimate the costs necessary to bring
acquired properties up to standards established for their
intended market position.

In particular, the Portfolio Acquisition poses
risks for the ongoing operations of the Company, including that:



| |   |                                                                                                                                                                                                                               
| | - | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | we may not achieve expected cost savings and
	operating efficiencies;                                                                                                                                                         
|
| |  | management attention may be diverted to the
	integration of the 92 properties;                                                                                                                                                
|
| |  | the acquired properties may not perform as well
	as we anticipate due to various factors, including changes in
	macro-economic conditions and the demand for retail space,
	particularly in Houston and Dallas/Fort Worth; and
|
| |  | we may experience difficulties and incur expenses
	related to the assimilation and retention of employees that we
	have hired or intend to hire to manage and operate the 92
	properties.                                     

Current and future development of real estate
properties may not yield expected returns and may strain
management resources.We are actively
involved in several ongoing substantial redevelopment projects,
including Clearwater Mall and The Mall at 163rd Street. We also
may invest in development projects in the future.

New development of properties is subject to a
number of risks, including construction delays, cost overruns,
financing risks, failure to meet expected occupancy and rent
levels, delays in and the inability to

7



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##### 



obtain zoning, occupancy and other governmental
permits, and changes in zoning and land use laws. Overall
project costs may significantly exceed the costs that were
estimated when the project was originally undertaken, which will
result in reduced returns from, or even losses from, such
investments.


We do not have exclusive control over our
joint venture investments, so we are unable to ensure that our
objectives will be pursued.We have
invested in some cases as a borrower, co-venturer or partner in
the development of new properties, instead of developing
projects directly. These investments involve risks not present
in a wholly owned development project. In these investments, we
do not have exclusive control over the development, financing,
leasing, management and other aspects of the project. As a
result, the borrower, co-venturer or partner might have
interests or goals that are inconsistent with our interests or
goals, take action contrary to our instructions, requests or
interests or otherwise impede our objectives. The borrower,
co-venturer or partner also might become insolvent or bankrupt.

We face significant competition for
acquisitions of real properties, which may increase the costs of
these acquisitions.We compete for
acquisitions of, and investments in, properties and real estate
companies with an indeterminate number of investors, including
investors with access to significant capital such as domestic
and foreign corporations and financial institutions, publicly
traded and privately held REITs, private institutional
investment funds, investment banking firms, life insurance
companies and pension funds. This competition may increase
prices for the types of properties in which we invest.

Real estate property investments are illiquid,
and therefore we may not be able to dispose of properties when
appropriate or on favorable terms.Real estate property investments
generally cannot be disposed of quickly. In addition, the
federal tax code imposes restrictions on a REITs ability
to dispose of properties that are not applicable to other types
of real estate companies. Therefore, we may not be able to vary
our portfolio in response to economic or other conditions
promptly or on favorable terms.

Some potential losses are not covered by
insurance, so we could lose our entire investment in a property.We carry comprehensive liability,
fire, extended coverage, rental loss and acts of terrorism
insurance on all of our properties. We believe the policy
specifications and insured limits of these policies are adequate
and appropriate. There are, however, certain types of losses,
including lease and other contract claims, acts of war and acts
of God that generally are not insured. Should an uninsured loss
or a loss in excess of insured limits occur, we could lose all
or a portion of the capital we have invested in a property, as
well as the anticipated future revenue from the property. If
that happened, we might nevertheless remain obligated for any
mortgage debt or other financial obligations related to the
property.

We have substantial scheduled debt payments
and may not be able to refinance debt at maturity.Our business is subject to risks
normally associated with debt financing. Cash flow could be
insufficient to pay expected dividends to stockholders and meet
required payments of principal and interest. We may not be able
to refinance existing debt, which in virtually all cases
requires substantial principal payments at maturity, and, even
if we can, the terms of a refinancing might not be as favorable
as the terms of existing debt. The total principal amount of our
outstanding debt was approximately $1.0 billion as of
December 31, 2001 ($1.5 billion taking into account
debt assumed or incurred in connection with the Portfolio
Acquisition). If principal payments due at maturity cannot be
refinanced, extended or paid with proceeds of other capital
transactions, including new equity capital, cash flow may not be
sufficient in all years to repay all maturing debt. Prevailing
interest rates or other factors at the time of refinancing,
including the possible reluctance of lenders to make commercial
real estate loans, may result in higher interest rates and
increased interest expense.

Our financial covenants may restrict our
operating and acquisition activities. Mortgage debt obligations
expose us to the possibility of foreclosure.Our credit facilities and the
indentures under which our senior uncollateralized debt is
issued contain certain financial and operating covenants,
including, among other things, certain coverage ratios, as well
as limitations on our ability to incur secured and unsecured
debt, make dividend payments, sell all or substantially all of
our assets and engage in mergers and consolidations and certain
acquisitions. In addition, if a property is mortgaged to secure
payment of debt and we are unable to meet mortgage payments, the
holder of the mortgage or lender could foreclose on the
property, resulting in loss of our investment. Also, certain of
these mortgages contain customary negative covenants which, among

8



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other things, limit our ability, without the
prior consent of the lender, to further mortgage the property,
to enter into new leases or materially modify existing leases,
and to discontinue insurance coverage.


Our degree of leverage could limit our ability
to obtain additional financing.Our
organizational documents do not contain any limitation on the
incurrence of debt. The degree of our leverage could have
important consequences, including affecting the ability to
obtain additional financing in the future for working capital,
capital expenditures, acquisitions, development or other general
corporate purposes and making the company more vulnerable to a
downturn in business or the economy generally.

We have substantial variable rate debt
obligations, which may impede our operating performance and put
us at a competitive disadvantage.Increases in interest rates, or the
loss of the benefits of any hedging agreements that we might
have, would increase our interest expense, which would adversely
affect cash flow and our ability to service debt and pay
dividends to stockholders. As of December 31, 2001, we had
$119.8 million of floating rate debt maturing between
January 1, 2002 and December 31, 2013
($474.3 million taking into account debt assumed or
incurred in connection with the Portfolio Acquisition). The
rates on this debt increase when interest rates increase.

As of December 31, 2001, we were a party to
one hedging agreement with respect to our floating rate debt.
Hedging agreements enable us to convert floating rate
liabilities into fixed rate liabilities. Hedging agreements
expose us to the risk that the counterparties to such agreements
may not perform, which could increase our exposure to rising
interest rates, even though the counterparties to hedging
agreements that we enter into are major financial institutions.

We may borrow additional money with floating
interest rates in the future. Increases in interest rates, or
the loss of the benefits of our existing hedging agreement or
any hedging agreements that we may enter into in the future,
would increase our interest expense, which would adversely
affect cash flow and our ability to service our debt. Future
decreases in interest rates will increase our interest expense
as compared to the floating rate debt underlying our hedging
agreements and could result in our making payments to unwind
such agreements.

The floating rates of interest applicable to much
of our debt, including debt under our credit facilities, are
determined based on the credit ratings of our debt provided by
independent rating agencies. Thus, if these credit ratings are
downgraded, our interest expense will be, and our ability to
raise additional debt may be, negatively impacted.

Environmental problems that exist at some of
our properties could result in significant unexpected costs.Under various federal, state and local
laws, ordinances and regulations, we may be considered an owner
or operator of real property or may have arranged for the
disposal or treatment of hazardous or toxic substances and,
therefore, may become liable for the costs of removal or
remediation of certain hazardous substances released on or in
our property or disposed of by the company, as well as certain
other potential costs which could relate to hazardous or toxic
substances (including governmental fines and injuries to persons
and property). Such liability may be imposed whether or not we
knew of, or were responsible for, the presence of these
hazardous or toxic substances. As is common with neighborhood
and community shopping centers, many of our properties had or
have on-site dry cleaners and/or on-site gasoline facilities.
These operations could potentially result in environmental
contamination at the properties. Except as discussed below, we
are not aware of any significant environmental conditions at any
of our properties.

We are aware that soil and groundwater
contamination exists at some of our properties. The primary
contaminants of concern at these properties include
perchloroethylene and trichloroethylene (associated with the
operations of on-site dry cleaners) and petroleum hydrocarbons
(associated with the operations of on-site gasoline facilities).
We currently estimate that the total remaining cost of
remediation of environmental conditions for these properties
will not exceed $3 million, although there can be no
assurance that this estimate will prove accurate. In connection
with some properties, we have entered into remediation and
indemnity agreements, which obligate the prior owners to perform
the remediation and to indemnify us for any losses we may suffer
because of the contamination or remediation. In connection with
some other properties, we have assumed the obligation to perform
the necessary remediation in connection with our purchase of the

9



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##### 



properties and in some cases an escrow has been
established to provide the funds necessary to pay for the
remediation costs. In connection with some other properties, the
current or former tenants at the properties are in the process
of or are responsible for performing the necessary remediation.


In addition to the environmental conditions
discussed above, asbestos-containing materials (associated with
spray applied fireproofing materials) exist at some of our
properties. We currently estimate that the total cost of
abatement of asbestos-containing materials at these properties
would be approximately $3.2 million, although there can be
no assurance that this estimate will prove accurate. Included in
other liabilities in our Consolidated Balance Sheet as of
December 31, 2001 is $3.2 million related to the
clean-up of certain asbestos-containing materials.

While we do not expect the environmental
conditions at our properties, considered as a whole, to have a
material adverse effect on the Company, there can be no
assurance that our remediation estimates will prove accurate,
that the prior owners or current or former tenants will perform
their obligations to remediate, or that established escrow funds
will be sufficient to pay for all necessary remediation costs.
Further, no assurance can be given that any environmental
studies performed have identified or will identify all material
environmental conditions, that any prior owner of the properties
did not create a material environmental condition not known to
us or that a material environmental condition does not otherwise
exist with respect to any of our properties.

Changes in market conditions could adversely
affect the market price of our publicly traded securities.As with other publicly traded
securities, the value of our publicly traded securities depends
on various market conditions, which may change from time to
time. Among the market conditions that may affect the value of
our publicly traded securities are the following:



| |   |                                                                                                                                                                   
| | - | ------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | the extent of institutional investor interest in
	the company;                                                                                                    
|
| |  | the reputation of REITs generally and the
	reputation of REITs with portfolios similar to the
	companys;                                                         
|
| |  | the attractiveness of the securities of REITs in
	comparison to securities issued by other entities (including
	securities issued by other real estate companies);
|
| |  | our financial condition and performance; and                                                                                                                      
|
| |  | general economic and financial market conditions.                                                                                                                 

Risks Related to Our Organization and
Structure

Provisions of the companys charter and
bylaws could inhibit changes in control of the company, and
could prevent stockholders from obtaining a premium price for
our common stock.A number of
provisions of our charter and bylaws may delay or prevent a
change in control of the company or other transactions that
could provide stockholders with a premium over the
then-prevailing market price of our common stock or that might
otherwise be in the best interests of the stockholders. These
include a staggered board of directors, a stockholder rights
plan and our share ownership limit described below. Also, any
future series of our preferred stock may have voting provisions
that could delay or prevent a change in control or other
transaction that might involve a premium price or otherwise be
in the best interests of the stockholders.

Our board of directors could adopt the
limitations available in Maryland law on changes in control that
could prevent transactions in the best interests of
stockholders.Certain provisions of
Maryland law applicable to us prohibit business
combinations, including certain issuances of equity
securities, with any person who beneficially owns 10% or more of
the voting power of outstanding shares, or with an affiliate of
ours who, at any time within the two-year period prior to the
date in question, was the beneficial owner of 10% or more of the
voting power of the outstanding voting shares (which is referred
to as a so-called interested stockholder), or with
an affiliate of an interested stockholder. These prohibitions
last for five years after the most recent date on which the
interested stockholder became an interested stockholder. After
the five-year period, a business combination with an interested
stockholder must be approved by two super-majority stockholder
votes unless, among other conditions, our common stockholders
receive a minimum price for their shares and the consideration
is received in cash or in the same form as previously paid by
the interested stockholder for its

10



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##### 



shares of common stock. Our board of directors
has opted out of these business combination provisions. As a
result, the five-year prohibition and the super-majority vote
requirements will not apply to a business combination involving
the company. Our board of directors may, however, repeal this
election in most cases and cause the company to become subject
to these provisions in the future.


Our share ownership limit may discourage a
takeover of the company and depress our stock price.To facilitate maintenance of our REIT
qualification and for other strategic reasons, our charter
generally prohibits any person from acquiring or holding shares
of our preferred and common stock in excess of 9.8% (by value or
by number of shares, whichever is more restrictive) of the
outstanding shares of each class or series of our stock. Our
board of directors may exempt a person from this ownership limit
under specified conditions. Absent an exemption or a waiver,
shares of stock that are purportedly transferred in excess of
the ownership limit will be automatically transferred to a trust
for the exclusive benefit of one or more charitable
beneficiaries, and the purported transferee will not acquire any
rights in such shares. This ownership limit could delay or
prevent a change in control of the company and, therefore, could
adversely affect the stockholders ability to realize a
premium over the then-prevailing market price for our shares.

We are dependent on external sources of
capital, which may not be available.To qualify as a REIT, we must, among
other things, distribute to our stockholders each year at least
90% of our REIT taxable income (excluding any net capital
gains). Because of these distribution requirements, we likely
will not be able to fund all future capital needs, including
capital for acquisitions, with income from operations. We
therefore will have to rely on third-party sources of capital,
which may or may not be available on favorable terms or at all.
Our access to third-party sources of capital depends on a number
of things, including the markets perception of our growth
potential and our current and potential future earnings.
Moreover, additional equity offerings may result in substantial
dilution of stockholders interests, and additional debt
financing may substantially increase leverage.

Tax Risks

Failure of the company to qualify as a REIT
would have serious adverse consequences to stockholders.We believe that the company has
qualified for taxation as a REIT for federal income tax purposes
since September 28, 1998, the date of the merger of our
predecessor companies, New Plan Realty Trust and Excel Realty
Trust, Inc., and that our predecessor companies qualified for
taxation as REITs for federal income tax purposes since their
first elections to be taxed as REITs and for each taxable year
where a failure to qualify would adversely affect the company.
We plan to continue to operate so that the company meets the
requirements for taxation as a REIT. Many of these requirements,
however, are highly technical and complex. The determination
that the company is a REIT requires an analysis of various
factual matters and circumstances that may not be totally within
our control. For example, to qualify as a REIT, at least 95% of
our gross income must come from certain sources that are
itemized in the REIT tax laws. We are also required to
distribute to stockholders at least 90% of our REIT taxable
income (excluding any net capital gains). The fact that we hold
certain of our assets through partnerships and their
subsidiaries further complicates the application of the REIT
requirements. Even a technical or inadvertent mistake could
jeopardize the companys REIT status. Furthermore, Congress
and the Internal Revenue Service might make changes to the tax
laws and regulations, and the courts might issue new rulings,
that make it more difficult, or impossible, for the company to
remain qualified as a REIT.

If the company fails to qualify as a REIT, the
company would be subject to federal income tax at regular
corporate rates. Also, unless the Internal Revenue Service
granted the company relief under certain statutory provisions,
the company would remain disqualified as a REIT for four years
following the year the company first failed to qualify. If the
company failed to qualify as a REIT, the company would have to
pay significant income taxes and would therefore have less money
available for investments, debt service and dividends to
stockholders. This likely would have a significant adverse
affect on the value of our securities. In addition, we would no
longer be required to pay any dividends to stockholders.

Even if the company qualifies as a REIT for
federal income tax purposes, we are required to pay certain
federal, state and local taxes on our income and property. For
example, if we have net income from

11



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prohibited transactions, that income
will be subject to a 100% tax. In general, prohibited
transactions are sales or other dispositions of property held
primarily for sale to customers in the ordinary course of
business. The determination as to whether a particular sale is a
prohibited transaction depends on the facts and circumstances
related to that sale. While we have undertaken a significant
number of asset sales in recent years, we do not believe that
those sales should be considered prohibited transactions, but
there can be no assurance that the Internal Revenue Service
would not contend otherwise. In addition, any net taxable income
earned directly by our taxable affiliates, including ERT
Development Corporation, is subject to federal and state
corporate income tax. To the extent that we and our affiliates
are required to pay federal, state and local taxes, we will have
less cash available for distributions to our stockholders.


Prior to December 31, 2000, a REIT could not
own securities in any one issuer if the value of those
securities exceeded 5% of the value of the REITs total
assets or the securities owned by the REIT represented more than
10% of the issuers outstanding voting securities. As a
result of the REIT Modernization Act, after December 31,
2000, the 5% value test and the 10% voting security test were
modified in two respects. First, the 10% voting securities test
was expanded so that REITs also are prohibited from owning more
than 10% of the value of the outstanding securities of any one
issuer. Second, an exception to these tests allows a REIT to own
securities of a subsidiary that exceed the 5% value test and the
new 10% vote or value test if the subsidiary elects to be a
taxable REIT subsidiary. Under a new asset test, for
taxable years beginning after December 31, 2000, we are not
able to own securities of taxable REIT subsidiaries that
represent in the aggregate more than 20% of the value of our
total assets. Several provisions of the new law ensure that a
taxable REIT subsidiary will be subject to an appropriate level
of federal income taxation. For example, a taxable REIT
subsidiary is limited in its ability to deduct interest payments
made to an affiliated REIT. In addition, the REIT has to pay a
100% penalty tax if the economic arrangements between the REIT,
the REITs tenants, and a taxable REIT subsidiary are not
comparable to similar arrangements between unrelated parties.

We currently own more than 10% of the total value
of the outstanding securities of ERT Development Corporation,
although this entity has elected to be a taxable REIT subsidiary
of ours as of January 1, 2001.

The company could be disqualified as a REIT or
have to pay taxes if its predecessor companies did not qualify
as REITs.If either New Plan Realty
Trust or Excel Realty Trust, Inc., whose businesses were
combined in a merger transaction on September 28, 1998 to
form the company, failed to qualify as a REIT throughout the
duration of its existence, we might have had undistributed
C corporation earnings and profits. If that were the
case and either of our predecessor companies did not distribute
such earnings and profits prior to the merger transaction, the
company might not qualify as a REIT. We believe that each of the
predecessor companies qualified as a REIT and that, in any
event, neither of the predecessor companies had any
undistributed C corporation earnings and profits at
the time of the merger transaction. If New Plan Realty Trust
failed to qualify as a REIT, it would have recognized taxable
gain at the time of the merger transaction (and we would be
liable for the tax on that gain). This would be the case even
though the merger transaction qualified as a tax-free
reorganization, unless we made a special election that was
available under the law at the time of the merger. We made that
election with respect to the assets acquired from New Plan
Realty Trust. This election has the effect of requiring us, if
New Plan Realty Trust was not qualified as a REIT, to pay
corporate income tax on any gain existing at the time of the
merger transaction on assets acquired in the transaction if
those assets are sold within 10 years after the
transaction. Finally, if either of the predecessor companies did
not qualify as a REIT, the company could be precluded from
electing REIT status for up to four years after the year in
which that predecessor company failed to qualify if the company
were determined to be a successor to that
predecessor company.

12



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##### 



Item 2.  Properties

As of December 31, 2001, the Company owned
interests in 270 properties. The following table sets forth
certain information as of December 31, 2001 regarding the
Companys properties on a state-by-state basis:

|               |  |            |     |         |  |     |     |            |  |  |            |  |  |  |      |  
|-------------- |  | ---------- | --- | ------- |  | --- | --- | ---------- |  |  | ---------- |  |  |  | ---- | -
|               |  |            |     |         |  |     |     | Percent of
|               |  | Number of  |     | Percent |  |     |     | Scheduled 
|State          |  | Properties |     | Leased  |  | GLA |     | ABR1      
|               |  |            |     |         |  |     |     |           
|Alabama        |  |            | 7   |         |  |     | 91  | %          |  |  | 760,014    |  |  |  | 1.6  | %
|Arizona        |  |            | 11  |         |  |     | 85  | %          |  |  | 1,083,503  |  |  |  | 3.1  | %
|Arkansas       |  |            | 1   |         |  |     | 100 | %          |  |  | 60,842     |  |  |  | 0.1  | %
|California     |  |            | 17  |         |  |     | 91  | %          |  |  | 2,593,270  |  |  |  | 9.5  | %
|Colorado       |  |            | 3   |         |  |     | 91  | %          |  |  | 778,069    |  |  |  | 3.4  | %
|Delaware       |  |            | 2   |         |  |     | 77  | %          |  |  | 243,686    |  |  |  | 0.3  | %
|Florida        |  |            | 19  |         |  |     | 70  | %          |  |  | 4,848,016  |  |  |  | 12.7 | %
|Georgia        |  |            | 31  |         |  |     | 92  | %          |  |  | 2,920,628  |  |  |  | 6.6  | %
|Illinois       |  |            | 7   |         |  |     | 93  | %          |  |  | 1,063,858  |  |  |  | 3.5  | %
|Indiana        |  |            | 13  |         |  |     | 71  | %          |  |  | 886,530    |  |  |  | 1.5  | %
|Iowa           |  |            | 3   |         |  |     | 81  | %          |  |  | 542,458    |  |  |  | 0.9  | %
|Kentucky       |  |            | 9   |         |  |     | 88  | %          |  |  | 1,456,230  |  |  |  | 3.2  | %
|Louisiana      |  |            | 2   |         |  |     | 90  | %          |  |  | 261,518    |  |  |  | 0.4  | %
|Maryland       |  |            | 3   |         |  |     | 78  | %          |  |  | 383,031    |  |  |  | 0.9  | %
|Michigan       |  |            | 13  |         |  |     | 93  | %          |  |  | 2,134,690  |  |  |  | 6.3  | %
|Minnesota      |  |            | 1   |         |  |     | 94  | %          |  |  | 62,518     |  |  |  | 0.3  | %
|Missouri       |  |            | 3   |         |  |     | 88  | %          |  |  | 722,577    |  |  |  | 3.7  | %
|Nebraska       |  |            | 2   |         |  |     | 100 | %          |  |  | 9,671      |  |  |  | 0.1  | %
|Nevada         |  |            | 3   |         |  |     | 97  | %          |  |  | 587,388    |  |  |  | 1.9  | %
|New Jersey     |  |            | 9   |         |  |     | 94  | %          |  |  | 1,212,395  |  |  |  | 5.0  | %
|New York       |  |            | 23  |         |  |     | 91  | %          |  |  | 3,273,569  |  |  |  | 7.4  | %
|North Carolina |  |            | 14  |         |  |     | 94  | %          |  |  | 1,752,044  |  |  |  | 3.7  | %
|Ohio           |  |            | 19  |         |  |     | 85  | %          |  |  | 2,970,671  |  |  |  | 6.0  | %
|Oklahoma       |  |            | 1   |         |  |     | 100 | %          |  |  | 45,510     |  |  |  | 0.1  | %
|Pennsylvania   |  |            | 14  |         |  |     | 87  | %          |  |  | 2,039,529  |  |  |  | 5.2  | %
|South Carolina |  |            | 4   |         |  |     | 95  | %          |  |  | 338,422    |  |  |  | 1.0  | %
|Tennessee      |  |            | 15  |         |  |     | 96  | %          |  |  | 1,867,002  |  |  |  | 4.5  | %
|Texas          |  |            | 4   |         |  |     | 98  | %          |  |  | 424,739    |  |  |  | 1.4  | %
|Utah           |  |            | 3   |         |  |     | 94  | %          |  |  | 600,602    |  |  |  | 1.4  | %
|Virginia       |  |            | 11  |         |  |     | 88  | %          |  |  | 1,600,895  |  |  |  | 3.6  | %
|West Virginia  |  |            | 3   |         |  |     | 83  | %          |  |  | 354,939    |  |  |  | 0.7  | %
|               |  |            |     |         |  |     |     |            |  |  |            |  |  |  |      |  
|               |  |            | 270 |         |  |     | 87  | %          |  |  | 37,878,814 |  |  |  | 100  | %
|               |  |            |     |         |  |     |     |            |  |  |            |  |  |  |      |  
|              
|Region         |  |            |     |         |  |     |     |            |  |  |            |  |  |  |      |  
|               |  |            |     |         |  |     |     |            |  |  |            |  |  |  |      |  
|East           |  |            | 92  |         |  |     | 90  | %          |  |  | 12,654,740 |  |  |  | 31.0 | %
|Midwest        |  |            | 61  |         |  |     | 87  | %          |  |  | 8,392,973  |  |  |  | 22.3 | %
|South          |  |            | 80  |         |  |     | 83  | %          |  |  | 11,188,269 |  |  |  | 27.4 | %
|West           |  |            | 37  |         |  |     | 91  | %          |  |  | 5,642,832  |  |  |  | 19.4 | %
|               |  |            |     |         |  |     |     |            |  |  |            |  |  |  |      |  
|               |  |            | 270 |         |  |     | 87  | %          |  |  | 37,878,814 |  |  |  | 100  | %
|               |  |            |     |         |  |     |     |            |  |  |            |  |  |  |      |  






| |                                                                                                                   
| | ------------------------------------------------------------------------------------------------------------------
| | 1ABR
        represents annualized base rent (contractual minimum lease
        payments as of December 31, 2001).

The above does not purport to disclose all items
required under GAAP.

13



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##### 



In connection with the Portfolio Acquisition, the
Company acquired an additional 92 properties on
March 1, 2002. The following table sets forth certain
information regarding these acquired properties on a
state-by-state basis:

|            |  |            |    |     |  |  |            | 
|----------- |  | ---------- | -- | --- |  |  | ---------- | 
|            |  | Number of  |    |    
|State       |  | Properties |    | GLA
|            |  |            |    |    
|Florida     |  |            | 5  |     |  |  | 821,727    | 
|Louisiana   |  |            | 2  |     |  |  | 311,146    | 
|Mississippi |  |            | 1  |     |  |  | 87,722     | 
|New Mexico  |  |            | 2  |     |  |  | 111,377    | 
|Texas       |  |            | 82 |     |  |  | 9,033,879  | 
|            |  |            |    |     |  |  |            | 
|            |  |            | 92 |     |  |  | 10,365,851 | 
|            |  |            |    |     |  |  |            | 

Item 3.     Legal
Proceedings

The Company is party to routine litigation
matters in the ordinary course of business, none of which are
believed to be material. The Company is not aware of any
material litigation threatened against the Company.

Item 4.     Submission
of Matters to a Vote of Security Holders

No matters were submitted to a vote of the
stockholders of the Company during the fourth quarter of 2001.

PART II

Item 5.     Market
for Registrants Common Equity and Related Stockholder
Matters

The Companys common stock is listed for
trading on the New York Stock Exchange under the symbol
NXL. As of March 1, 2002, there were
approximately 10,470 registered record holders of the
Companys common stock, plus those who hold their shares in
street name. The following table sets forth the high and low
sales price, as reported by the New York Stock Exchange
composite tape, and the cash dividends declared each calendar
quarter during 2001 and 2000 with respect to the Companys
common stock:

|      |                |      |   |         |  |           |   |         |  |  |   |        | 
|----- | -------------- | ---- | - | ------- |  | --------- | - | ------- |  |  | - | ------ | 
|      |                |      |   |         |  | Cash     
|      |                |      |   |         |  | Dividends
|      |                | High |   | Low     |  | Declared 
|      |                |      |   |         |  |          
|2000: |                |      |   |         |  |           |   |         |  |  |   |       
|      | First quarter  |      | $ | 17.3750 |  |           | $ | 11.7500 |  |  | $ | 0.4125 | 
|      | Second quarter |      |   | 15.8125 |  |           |   | 13.0000 |  |  |   | 0.4125 | 
|      | Third quarter  |      |   | 15.5625 |  |           |   | 13.6250 |  |  |   | 0.4125 | 
|      | Fourth quarter |      |   | 14.0625 |  |           |   | 11.8125 |  |  |   | 0.4125 | 
|2001: |                |      |   |         |  |           |   |         |  |  |   |       
|      | First quarter  |      | $ | 16.1900 |  |           | $ | 13.1250 |  |  | $ | 0.4125 | 
|      | Second quarter |      |   | 17.9900 |  |           |   | 15.0500 |  |  |   | 0.4125 | 
|      | Third quarter  |      |   | 18.1900 |  |           |   | 15.4700 |  |  |   | 0.4125 | 
|      | Fourth quarter |      |   | 19.5900 |  |           |   | 16.6200 |  |  |   | 0.4125 | 

The Company declared dividends aggregating
$166.6 million for the year ended December 31, 2001.

Distributions to shareholders will generally be
taxable as ordinary income, although a portion of such dividends
may be designated by the Company as capital gain or may
constitute a tax-free return of capital. The Company annually
furnishes to each of its shareholders a statement setting forth
the distributions paid during the preceding year and their
characterization as ordinary income, capital gain or return of
capital.

14



---



##### 



The Company intends to continue to declare
quarterly distributions. No assurance, however, can be provided
as to the amounts or timing of future distributions, as the
maintenance of such distributions is subject to various factors,
including the discretion of the Companys Board of
Directors, limitation provisions of the Companys debt
instruments, the ability to pay dividends under Maryland law,
the availability of cash to make the necessary dividend payments
and the effect of REIT distribution requirements.

Item 6.  Selected Financial
Data

The financial information included in the
following table has been derived from the audited consolidated
financial statements for the periods indicated. This information
should be read together with the audited financial statements of
the Company and Managements Discussion and Analysis of the
Financial Condition and Results of Operations included elsewhere
in the Companys Annual Report on Form 10-K.

On September 28, 1998, Excel Realty Trust,
Inc. and New Plan Realty Trust (the Trust)
consummated a merger. Because the Trust had a fiscal year end of
July 31 prior to the merger, the financial information
included in the following table for periods prior to
September 28, 1998 is based on a fiscal year end of
July 31. All of the financial information included in the
following table for periods on or after September 28, 1998
relates to the Company as a combined entity. Immediately
following the merger, the Company adopted a fiscal year end of
December 31, beginning with a short fiscal year ending
December 31, 1998.

(In thousands, except per share
amounts)

|                                                                                                             |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |         |         | 
|------------------------------------------------------------------------------------------------------------ | --------------------------------------------------------- | ------------------------ | ------ | ------------ | ------- | -------------------- | ------- | ------- | ------- | ---- | ------- | ------- | ------- |  | ------ | ------ | ------- |  | ------ | ------- | ------- |  | ------ | ------- | ------- | 
|                                                                                                             |                                                           |                          |        | Five Months  |         |                     
|                                                                                                             |                                                           | Years Ended December 31, |        | Ended        |         | Years Ended July 31,
|                                                                                                             |                                                           |                          |        | December 31, |         |                     
|                                                                                                             |                                                           | 2001                     |        | 2000         |         | 1999                 |         | 1998    |         | 1998 |         | 1997   
|                                                                                                             |                                                           |                          |        |              |         |                      |         |         |         |      |         |        
|Statement of Income Data:                                                                                    |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |        
|Rental revenues:                                                                                             |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |        
|                                                                                                             | Rental income                                             |                          | $      | 270,244      |         |                      | $       | 272,108 |         |      | $       | 276,407 |         |  | $      | 91,754 |         |  | $      | 142,554 |         |  | $      | 117,822 |        
|                                                                                                             | Percentage rents                                          |                          |        | 7,139        |         |                      |         | 7,431   |         |      |         | 5,850   |         |  |        | 2,635  |         |  |        | 4,445   |         |  |        | 3,715   |        
|                                                                                                             | Expense reimbursements                                    |                          |        | 61,026       |         |                      |         | 55,436  |         |      |         | 54,747  |         |  |        | 23,551 |         |  |        | 29,984  |         |  |        | 25,226  |        
|                                                                                                             |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |        
|                                                                                                             |                                                           | Total rental revenues    |        |              | 338,409 |                      |         |         | 334,975 |      |         |         | 337,004 |  |        |        | 117,940 |  |        |         | 176,983 |  |        |         | 146,763 | 
|                                                                                                             |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |        
|Expenses:                                                                                                    |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |        
|                                                                                                             | Operating costs                                           |                          |        | 56,698       |         |                      |         | 54,062  |         |      |         | 53,965  |         |  |        | 19,279 |         |  |        | 31,454  |         |  |        | 27,520  |        
|                                                                                                             | Real estate and other taxes                               |                          |        | 35,424       |         |                      |         | 36,109  |         |      |         | 32,788  |         |  |        | 11,206 |         |  |        | 17,759  |         |  |        | 14,952  |        
|                                                                                                             | Interest                                                  |                          |        | 78,779       |         |                      |         | 88,352  |         |      |         | 77,802  |         |  |        | 25,619 |         |  |        | 33,757  |         |  |        | 26,710  |        
|                                                                                                             | Depreciation and amortization                             |                          |        | 57,615       |         |                      |         | 55,364  |         |      |         | 54,199  |         |  |        | 17,885 |         |  |        | 24,077  |         |  |        | 19,464  |        
|                                                                                                             | Provision for doubtful accounts                           |                          |        | 6,453        |         |                      |         | 4,372   |         |      |         | 5,268   |         |  |        | 2,042  |         |  |        | 3,009   |         |  |        | 2,038   |        
|                                                                                                             | Severance costs                                           |                          |        | 896          |         |                      |         | 4,945   |         |      |         | 8,497   |         |  |        |       |         |  |        |        |         |  |        |        |        
|                                                                                                             | General and administrative                                |                          |        | 10,318       |         |                      |         | 7,509   |         |      |         | 6,665   |         |  |        | 2,114  |         |  |        | 2,770   |         |  |        | 2,203   |        
|                                                                                                             |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |        
|                                                                                                             |                                                           | Total expenses           |        |              | 246,183 |                      |         |         | 250,713 |      |         |         | 239,184 |  |        |        | 78,145  |  |        |         | 112,826 |  |        |         | 92,887  | 
|                                                                                                             |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |        
|Income before real estate sales, impairment of
	real estate, minority interest and other income and expenses |                                                           |                          | 92,226 |              |         |                      | 84,262  |         |         |      | 97,820  |         |         |  | 39,795 |        |         |  | 64,157 |         |         |  | 53,876 |        
|Other income and expenses:                                                                                   |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |        
|                                                                                                             | Interest, dividend and other income                       |                          |        | 13,990       |         |                      |         | 30,427  |         |      |         | 26,041  |         |  |        | 5,510  |         |  |        | 3,950   |         |  |        | 4,727   |        
|                                                                                                             | Equity participation in ERT                               |                          |        | (4,313       | )       |                      |         | (17,867 | )       |      |         | (3,169  | )       |  |        |       |         |  |        |        |         |  |        |        |        
|                                                                                                             | Equity in income of unconsolidated ventures               |                          |        | 985          |         |                      |         |        |         |      |         |        |         |  |        |       |         |  |        |        |         |  |        |        |        
|                                                                                                             | Foreign currency (loss) gain                              |                          |        | (560         | )       |                      |         | (437    | )       |      |         | 674     |         |  |        |       |         |  |        |        |         |  |        |        |        
|                                                                                                             | Gain (loss) on sale of real estate                        |                          |        | 1,610        |         |                      |         | 9,200   |         |      |         | 7,956   |         |  |        | 34     |         |  |        | (41     | )       |  |        | (3      | )      
|                                                                                                             | Impairment of real estate                                 |                          |        | (13,107      | )       |                      |         | (3,620  | )       |      |         |        |         |  |        |       |         |  |        |        |         |  |        |        |        
|                                                                                                             | Minority interest in income of consolidated
	Partnership  |                          |        | (848         | )       |                      |         | (952    | )       |      |         | (1,299  | )       |  |        | (457   | )       |  |        |        |         |  |        |        |        
|                                                                                                             |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |        
|Income from continuing operations                                                                            |                                                           |                          | 89,983 |              |         |                      | 101,013 |         |         |      | 128,023 |         |         |  | 44,882 |        |         |  | 68,066 |         |         |  | 58,600 |        
|                                                                                                             |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |        
|Discontinued operations:                                                                                     |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |        
|                                                                                                             | Income from discontinued operations of garden
	apartments |                          |        | 13,679       |         |                      |         | 21,310  |         |      |         | 21,490  |         |  |        | 10,923 |         |  |        | 22,507  |         |  |        | 18,437  |        
|                                                                                                             | Gain on sale of discontinued operations                   |                          |        | 1,500        |         |                      |         |        |         |      |         |        |         |  |        |       |         |  |        |        |         |  |        |        |        
|                                                                                                             |                                                           |                          |        |              |         |                      |         |         |         |      |         |         |         |  |        |        |         |  |        |         |         |  |        |        

15



---



##### 



|                                                  |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |        | 
|------------------------------------------------- | --------------------------------------- | ------------------------ | --------- | ------------ |  | -------------------- | --------- | ------- |  | ---- | --------- | ------- |  | - | --------- | ------ |  | - | --------- | ------ |  | - | --------- | ------ | 
|                                                  |                                         |                          |           | Five Months  |  |                     
|                                                  |                                         | Years Ended December 31, |           | Ended        |  | Years Ended July 31,
|                                                  |                                         |                          |           | December 31, |  |                     
|                                                  |                                         | 2001                     |           | 2000         |  | 1999                 |           | 1998    |  | 1998 |           | 1997   
|                                                  |                                         |                          |           |              |  |                      |           |         |  |      |           |        
|Net income before extraordinary item              |                                         |                          | 105,162   |              |  |                      | 122,323   |         |  |      | 149,513   |         |  |   | 55,805    |        |  |   | 90,573    |        |  |   | 77,037    |       
|                                                  |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|                                                  | Extraordinary item                      |                          |           |             |  |                      |           | 758     |  |      |           |        |  |   |           |       |  |   |           |       |  |   |           |       | 
|                                                  |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|Net income                                        |                                         | $                        | 105,162   |              |  | $                    | 123,081   |         |  | $    | 149,513   |         |  | $ | 55,805    |        |  | $ | 90,573    |        |  | $ | 77,037    |       
|                                                  |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|Net income available to common stock             |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|                                                  | Basic                                   |                          | $         | 82,523       |  |                      | $         | 100,446 |  |      | $         | 126,736 |  |   | $         | 48,891 |  |   | $         | 84,723 |  |   | $         | 76,576 | 
|                                                  |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|Net income available to common stock             |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|                                                  | Diluted                                 |                          | $         | 83,371       |  |                      | $         | 101,398 |  |      | $         | 128,035 |  |   | $         | 49,348 |  |   | $         | 84,723 |  |   | $         | 76,576 | 
|                                                  |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|Basic earnings per common share:                  |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|                                                  | Income from continuing operations       |                          | $         | 0.77         |  |                      | $         | 0.90    |  |      | $         | 1.19    |  |   | $         | 0.49   |  |   | $         | 1.05   |  |   | $         | 0.99   | 
|                                                  | Discontinued operations                 |                          |           | 0.16         |  |                      |           | 0.24    |  |      |           | 0.24    |  |   |           | 0.14   |  |   |           | 0.38   |  |   |           | 0.32   | 
|                                                  | Gain on sale of discontinued operations |                          |           | 0.02         |  |                      |           |        |  |      |           |        |  |   |           |       |  |   |           |       |  |   |           |       | 
|                                                  | Extraordinary item                      |                          |           |             |  |                      |           | 0.01    |  |      |           |        |  |   |           |       |  |   |           |       |  |   |           |       | 
|                                                  |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|                                                  | Basic earnings per common share         |                          | $         | 0.95         |  |                      | $         | 1.15    |  |      | $         | 1.43    |  |   | $         | 0.63   |  |   | $         | 1.43   |  |   | $         | 1.31   | 
|                                                  |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|Diluted earnings per common share:                |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|                                                  | Income from continuing operations       |                          | $         | 0.77         |  |                      | $         | 0.89    |  |      | $         | 1.18    |  |   | $         | 0.48   |  |   | $         | 1.04   |  |   | $         | 0.99   | 
|                                                  | Discontinued operations                 |                          |           | 0.15         |  |                      |           | 0.24    |  |      |           | 0.24    |  |   |           | 0.14   |  |   |           | 0.38   |  |   |           | 0.31   | 
|                                                  | Gain on sale of discontinued operations |                          |           | 0.02         |  |                      |           |        |  |      |           |        |  |   |           |       |  |   |           |       |  |   |           |       | 
|                                                  | Extraordinary item                      |                          |           |             |  |                      |           | 0.01    |  |      |           |        |  |   |           |       |  |   |           |       |  |   |           |       | 
|                                                  |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|                                                  | Diluted earnings per common share       |                          | $         | 0.94         |  |                      | $         | 1.14    |  |      | $         | 1.42    |  |   | $         | 0.62   |  |   | $         | 1.42   |  |   | $         | 1.30   | 
|                                                  |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|Average shares outstanding  basic                |                                         |                          | 87,241    |              |  |                      | 87,608    |         |  |      | 88,662    |         |  |   | 77,481    |        |  |   | 59,365    |        |  |   | 58,461    |       
|Average shares outstanding  diluted              |                                         |                          | 88,799    |              |  |                      | 88,951    |         |  |      | 90,440    |         |  |   | 79,396    |        |  |   | 59,774    |        |  |   | 58,735    |       
|Other Data:                                       |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|Distributions per common share                    |                                         | $                        | 1.650     |              |  | $                    | 1.650     |         |  | $    | 1.625     |         |  | $ | 0.678     |        |  | $ | 1.475     |        |  | $ | 1.435     |       
|                                                  |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|Balance Sheet Data as of the End of Each
	Period: |                                         |                          |           |              |  |                      |           |         |  |      |           |         |  |   |           |        |  |   |           |        |  |   |           |       
|Net real estate                                   |                                         | $                        | 2,413,891 |              |  | $                    | 2,233,993 |         |  | $    | 2,318,072 |         |  | $ | 2,318,001 |        |  | $ | 977,614   |        |  | $ | 875,027   |       
|Total assets                                      |                                         |                          | 2,622,866 |              |  |                      | 2,894,431 |         |  |      | 2,953,141 |         |  |   | 2,896,568 |        |  |   | 1,386,831 |        |  |   | 1,263,958 |       
|Total liabilities                                 |                                         |                          | 1,107,361 |              |  |                      | 1,314,912 |         |  |      | 1,316,522 |         |  |   | 1,158,321 |        |  |   | 619,998   |        |  |   | 516,189   |       
|Minority interest in consolidated partnership     |                                         |                          | 22,267    |              |  |                      | 23,909    |         |  |      | 25,100    |         |  |   | 40,651    |        |  |   |          |        |  |   |          |       
|Total stockholders equity                        |                                         |                          | 1,493,238 |              |  |                      | 1,555,610 |         |  |      | 1,611,519 |         |  |   | 1,662,242 |        |  |   | 766,833   |        |  |   | 747,719   |       

Item 7.  Managements
Discussion and Analysis of Financial Condition and Results of
Operations

Critical Accounting Policies

The consolidated financial statements of the
Company include accounts of the Company and all majority-owned
subsidiaries. The preparation of financial statements in
conformity with accounting principles generally accepted in the
United States requires management to make estimates and
assumptions in certain circumstances that affect amounts
reported in the accompanying consolidated financial statements
and related footnotes. In preparing these financial statements,
management has made its best estimates and judgments of certain
amounts included in the financial statements, giving due
consideration to materiality. The Company does not believe there
is a great likelihood that materially different amounts would be
reported related to the accounting policies described below.
However, application of these accounting policies involves the
exercise of judgment and use of assumptions as to future
uncertainties and, as a result, actual results could differ from
these estimates.



| |                    
| | -------------------
| | Revenue Recognition

Rental revenue is recognized on a straight-line
basis, which averages minimum rents over the terms of the
leases. Certain of these leases provide for percentage rents
based upon the level of sales achieved by the lessee. These
percentage rents are recorded once the required sales level is
achieved. The leases also typically provide

16



---



##### 



for tenant reimbursements of common area
maintenance and other operating expenses. Rental income also
includes lease termination fees.


The Company must make estimates of the
uncollectability of its accounts receivables related to base
rents, expense reimbursements and other revenue or income. The
Company specifically analyzes accounts receivable and analyzes
historical bad debts, customer concentrations, customer credit
worthiness, current economic trends and changes in our customer
payment terms when evaluating the adequacy of the allowance for
doubtful accounts. These estimates have a direct impact on the
Companys net income, because a higher bad debt reserve
results in less net income.

The Securities and Exchange Commissions
Staff Accounting Bulletin (SAB) No. 101 Revenue
Recognitionprovides guidance on the application of
generally accepted accounting principles to selected revenue
recognition issues. The Company has concluded that its revenue
recognition policy is appropriate and in accordance with
generally accepted accounting principles and SAB No. 101.



| |            
| | -----------
| | Real Estate

Land, buildings and building and tenant
improvements are recorded at cost and stated at cost less
accumulated depreciation. Major replacements and betterments,
which improve or extend the life of the asset, are capitalized
and depreciated over their estimated useful lives; ordinary
repairs and maintenance, are expensed as incurred.

Properties are depreciated using the
straight-line method over the estimated useful lives of the
assets. The estimated useful lives are as follows:

|                      |  |                                                             
|--------------------- |  | ------------------------------------------------------------
|Buildings             |  | 35 to 40 years                                              
|Building improvements |  | 5 to 40 years                                               
|Tenant improvements   |  | The shorter of the term of the related lease or
	useful life

The Company is required to make subjective
assessments as to the useful lives of its properties for
purposes of determining the amount of depreciation to reflect on
an annual basis with respect to those properties. These
assessments have a direct impact on the Companys net
income. For example, if the Company were to lengthen the
expected useful life of a particular building improvement, the
improvement would be depreciated over more years, resulting in
less depreciation expense and higher net income on an annual
basis.



| |                  
| | -----------------
| | Long Lived Assets

On a periodic basis, management assesses whether
there are any indicators that the value of the real estate
properties may be impaired. A propertys value is impaired
only if managements estimate of the aggregate future cash
flows (undiscounted and without interest charges) to be
generated by the property are less than the carrying value of
the property. Such cash flows consider factors such as expected
future operating income, trends and prospects, as well as the
effects of demand, competition and other factors. To the extent
impairment has occurred, the loss will be measured as the excess
of the carrying amount of the property over the fair value of
the property.

When assets are identified by management as held
for sale, the Company discontinues depreciating the assets and
estimates the sales price, net of selling costs of such assets.
If, in managements opinion, the net sales price of the
assets which have been identified for sale is less than the net
book value of the assets, a valuation allowance is established.
For investments accounted for under the equity method, a loss is
recognized if the loss in value of the investment is other than
temporary.

The Company is required to make subjective
assessments as to whether there are impairments in the value of
its real estate properties. These assessments have a direct
impact on the Companys net income, because taking an
impairment results in an immediate negative adjustment to net
income.

17



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##### 



Recently Issued Accounting Standards

In October 2001, the Financial Accounting
Standards Board (the FASB) issued Statement of
Financial Accounting Standards (SFAS) No. 144,
Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to Be Disposed Of. This statement
addresses financial accounting and reporting for the impairment
of long-lived assets and for long-lived assets to be disposed
of. This statement supersedes SFAS No. 121, Accounting
for the Impairment of Long-Lived Assets and for Long-Lived
Assets to Be Disposed Of. However, this statement retains
the fundamental provisions of SFAS No. 121 for
(a) recognition and measurement of the impairment of
long-lived assets to be held and used and (b) measurement
of long-lived assets to be disposed of by sale. This statement
also supersedes the accounting and reporting provisions of APB
Opinion No. 30, Reporting the Results of
Operations  Reporting the Effects of Disposal of a
Segment of a Business, and Extraordinary, Unusual and
Infrequently Occurring Events and Transactions, for segments
of a business to be disposed of. This statement does retain the
requirement of Opinion 30 to report discontinued operations
separately from continuing operations and extends that reporting
to a component of an entity that either has been disposed of (by
sale, by abandonment, or in a distribution to owners) or is
classified as held for sale. This statement also amends ARB
No. 51, Consolidated Financial Statements, to
eliminate the exception to consolidation for a temporarily
controlled subsidiary. This statement is effective for fiscal
years beginning after December 15, 2001. The Company does
not expect the impact of the adoption of this statement to be
material.

In June 2001, the FASB issued SFAS No. 141,
Business Combinations. This statement addresses financial
accounting and reporting for business combinations and
supersedes APB Opinion No. 16, Business
Combinations, and FASB Statement No. 38, Accounting
for Pre-acquisition Contingencies of Purchased Enterprises.
All business combinations in the scope of this statement are to
be accounted for using one method, the purchase method. This
statement is effective June 30, 2001. The Company does not
expect the impact of the adoption of this statement to be
material.

In June 2001, the FASB issued SFAS
No. 142, Goodwill and Other Intangible Assets. This
statement addresses financial accounting and reporting for
acquired goodwill and other intangible assets and supersedes APB
Opinion No. 17, Intangible Assets. It addresses how
intangible assets that are acquired individually or with a group
of other assets (but not those acquired in a business
combination) should be accounted for in financial statements
upon their acquisition. This statement also addresses how
goodwill and other intangible assets should be accounted for
after they have been initially recognized in the financial
statements. This statement is effective for fiscal years
beginning after December 15, 2001. The Company does not
expect the impact of the adoption of this statement to be
material.

In June 1998, the FASB issued SFAS
No. 133, Accounting for Derivative Instruments and
Hedging Activities. SFAS No. 133 establishes accounting
and reporting standards for derivative instruments, including
certain derivative instruments embedded in other contracts, and
hedging activities. It requires that an entity recognize all
derivatives as either assets or liabilities in the statement of
financial position and measure those instruments at fair value
as issued. SFAS No. 133 was effective January 1, 2000;
however, SFAS 137, Deferral of the Effective Date of
SFAS 133, extended the effective date for the Company to
January 2001. The Company adopted SFAS No. 133/138,
Accounting for Derivative Instruments and Hedging
Activities, on January 1, 2001. This new accounting
standard requires companies to carry all derivative instruments,
including certain embedded derivatives, in the statement of
financial condition at fair value. The accounting for changes in
the fair value of a derivative instrument depends on whether it
has been designated and qualifies as part of a hedging
relationship and, if so, on the reason for holding it. The
Company uses only qualifying hedges that are designated
specifically to reduce exposure to interest rate risk by locking
in the expected future cash payments on certain liabilities.
This is typically accomplished using an interest rate swap. For
financial reporting purposes, the gain or loss on the interest
rate swap is recorded as a component of equity. In connection
with the adoption of SFAS No. 133/138 in January 2001,
the Company recorded a net transition adjustment of $2,124,000
in accumulated other comprehensive income (equity) at that
time. Adoption of the standard also resulted in the Company
recognizing $2,124,000 of derivative instrument liabilities. In
general, the amount of volatility will vary with the level of
derivative activities during any period.

18



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Results of Operations

The following discussion should be read in
conjunction with the Consolidated Financial Statements and the
Notes thereto. Historical results and percentage relationships
set forth in the Consolidated Statements of Income contained in
the Consolidated Financial Statements and accompanying notes,
including trends which might appear, should not be taken as
indicative of future operations.

On September 21, 2001, the Company and a
private investor group consummated the sale by the Company of
its garden apartment community portfolio (excluding one
apartment community which was sold separately to an unrelated
third party on September 28, 2001) to Houlihan/ C.L.K. The
one remaining apartment community (The Club Apartments) was sold
to Homewood City Board of Education of Homewood, Alabama on
September 28, 2001. Accordingly, the assets and operating
results of the garden apartment communities were reclassified
and reported as discontinued operations and are not reflected in
the following discussion.

On July 1, 2001 the Company acquired 100% of
the common stock in ERT Development Corporation
(ERT). Effective July 1, 2001, ERT is
consolidated with the Company. Prior to July 1, 2001 the
Company owned 100% of the outstanding preferred shares of ERT.
The Company accounted for ERT using the equity method of
accounting prior to July 1, 2001.

Results of Operations for the Twelve Months
Ended December 31, 2001 and 2000

Revenues:

Rental income decreased $1.9 million or 0.7%
from $272.1 million for the twelve months ended
December 31, 2000 to $270.2 million for the same
period in 2001. During fiscal 2001, the Company acquired two
retail shopping centers, which accounted for a combined revenue
increase of approximately $1.7 million. Further, the
consolidation of ERT resulted in an additional increase of
$7.2 million. These increases were offset by a
$4.7 million revenue decrease resulting from the sale of
38 properties in fiscal 2001 and 2000, as well as by
decreased revenues of $3.3 million from the Clearwater Mall
(Clearwater), a property under redevelopment. The
balance of the change in revenue was a decrease of
$2.8 million, which can be attributed to slightly lower
occupancy rates as compared to prior year.

Expense reimbursements increased
$5.6 million or 10.1% from $55.4 million for the
twelve months ended December 31, 2000 to $61.0 million
for the same period in 2001. The consolidation of ERT resulted
in an increase of $1.8 million which was partially offset
by a decrease of $0.6 million as a result of the property
dispositions and a decrease of $0.5 million from
Clearwater. The balance of the change of $4.9 million is
due to an increase in reimbursable expenses.

Interest, dividend and other income decreased
$16.4 million or 54.0% from $30.4 million for the
twelve months ended December 31, 2000 to $14.0 million
for the same period in 2001. This decrease is primarily
attributable to a decrease in interest income earned from ERT.
The decrease in interest income from ERT was due to the
reduction of interest rates on January 1, 2001 and the
elimination of interest income from ERT as a result of the
consolidation of ERT as of July 1, 2001.

Equity participation in ERT increased
$13.6 million or 75.9% from a loss of $17.9 million
for the twelve months ended December 31, 2000 to a loss of
$4.3 million for the same period in 2001. This change is
primarily attributable to the consolidation of ERT into the
Company on July 1, 2001. For the six months ended
June 30, 2001 an increase in equity participation of ERT of
$5.0 million was primarily due to the decrease in interest
expense of $4.5 million, increases in the net income of
$0.9 million for the two operating mall properties (The
Mall at 163rd Street and Pointe Orlando) and the
acquisition of two properties in October 2000 and an additional
property in January 2001. These increases were partially offset
by an impairment loss of $0.7 million.

The Mall at 163rd Street, a property owned
by ERT, had a decrease in net income of $0.5 million for
the six months ended June 30, 2001. Rental and other
revenue decreased $1.3 million because of redevelopment
activities, partially offset by a decrease in operating expenses
and bad debt expense.

19



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##### 



Pointe Orlando, a property owned by ERT, had a
decrease in net loss of $1.0 million primarily due to a
decrease in legal costs.

Foreign currency loss increased $0.2 million
or 28.1% from $0.4 million for the twelve months ended
December 31, 2000 to $0.6 million for the same period
in 2001. This increase reflects the continued weakening of the
value of the Canadian dollar.

Expenses:

Total expenses decreased $4.5 million or
1.8% from $250.7 million for the twelve months ended
December 31, 2000 to $246.2 million for the same
period in 2001. The major areas of change are discussed below.

Operating costs increased $2.6 million or
4.9% from $54.1 million for the twelve months ended
December 31, 2000 to $56.7 million for the same period
in 2001. The increase was due to the consolidation of the ERT
properties, which accounted for $3.5 million of the
increase, and $0.3 million from the acquired properties,
partially offset by a $1.5 million decrease from Clearwater
and $0.8 million decrease from the sold properties. The
balance of the increase of $1.1 million was due to
increases in insurance, personnel, landscaping, maintenance and
higher utility costs, partially offset by decreases in snow
removal and promotional costs.

Real estate and other taxes decreased
$0.7 million or 1.9% from $36.1 million for the twelve
months ended December 31, 2000 to $35.4 million for
the same period in 2001. The reduction is a result of
$0.5 million from Clearwater, $0.4 million from
property dispositions and decreases in tax rates and property
assessments associated with ongoing appeals. These decreases
were partially offset by an increase of $1.5 million
relating to acquisitions and the ERT properties.

Interest expense decreased $9.6 million or
10.8% from $88.4 million for the twelve months ended
December 31, 2000 to $78.8 million for the same period
in 2001. Approximately $10.9 million of the decrease is due
to lower interest rates and a decrease in the Companys
debt portfolio due to payoffs from property dispositions. The
decrease was partially offset by interest expense of
$1.3 million on Pointe Orlando, a retail property owned by
ERT.

Severance costs decreased $4.0 million or
81.9% from $4.9 million for the twelve months ended
December 31, 2000 to $0.9 million for the same period
in 2001. The severance costs for both periods were attributable
to payments made to certain officers of the Company in
connection with their resignation or retirement and their
respective retirement/employment agreements.

Provision for doubtful accounts increased
$2.1 million or 47.6% from $4.4 million for the twelve
months ended December 31, 2000 to $6.5 million for the
same period in 2001. This increase results from a
$1.8 million reserve in connection with the bankruptcy
filing of Kmart Corporation, the Companys largest tenant,
as well as an overall increase in the receivable balance as
compared to prior year.

Depreciation and amortization expense increased
$2.3 million or 4.1% from $55.4 million for the twelve
months ended December 31, 2000 to $57.6 million for
the same period in 2001, reflecting the additional depreciation
expense associated with ERT properties of $2.3 million. The
increases were partially offset by a decrease of
$1.1 million associated with the property dispositions.

General and administrative expenses increased
37.4% or $2.8 million from $7.5 million for the twelve
months ended December 31, 2000 to $10.3 million for
the same period in 2001. This increase is attributable to
increased personnel, tax and professional costs, offset by
decreases in management (as a result of the sale of the garden
apartment portfolio and other properties) and consulting fees.

Gains
on the Sale of Assets:

Excluding the sale of the Companys garden
apartment portfolio, the Company sold 26 properties, seven
land parcels and one outparcel during fiscal 2001. The sale of
these properties resulted in a gain of $1.6 million. The
Company sold 12 properties during fiscal 2000 for a gain of
$9.2 million.

20



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Impairment
of Real Estate:

The estimated fair value of certain properties
classified as real estate held for sale was less
than the book value of these properties. This resulted in an
impairment of real estate expense of $13.1 million for the
year ended December 31, 2001. Impairment of real estate
expense approximated $3.6 million for the year ended
December 31, 2000.

Extraordinary
Income:

The Company reported no extraordinary income for
the year ended December 31, 2001. During fiscal 2000, the
Company eliminated an unamortized mortgage premium, which
resulted in extraordinary income of $0.8 million.

Results of Operations for the Twelve Months
Ended December 31, 2000 and 1999

Revenues:

Rental income decreased by $4.3 million, or
1.6%, from $276.4 million for the twelve months ended
December 31, 1999 to $272.1 million for the same
period in 2000. Between January 1, 1999 and
December 31, 2000, six retail shopping centers were
acquired. These acquisitions produced revenue increases of
approximately $2.2 million. During the same period, the
Company sold all or a portion of 17 properties which
accounted for revenue reductions of $3.3 million.
Clearwater Mall, a property with redevelopment plans under
reevaluation, accounted for a revenue decline of
$1.7 million. Lease settlement income declined
$1.2 million. The balance of the change in revenue was a
decrease of $0.3 million.

Interest, dividend and other income increased by
approximately $4.4 million, or 16.9%, from
$26.0 million for the twelve months ended December 31,
1999 to $30.4 million for the same period in 2000. This
increase was due primarily to interest income of
$4.4 million earned primarily from ERT and the
Companys development projects.

The decrease in equity participation in ERT, from
a loss of $3.2 million in the twelve months ended
December 31, 1999 to a loss of $17.9 million in the
twelve months ended December 31, 2000, was primarily the
result of factors relating to the two operating mall properties
(The Mall at 163rd Street and Pointe Orlando), a decrease
in interest income and an increase in interest expense.

The Mall at 163rd Street, a property owned
by ERT, had a reduction in net income of approximately
$4.7 million. This was due primarily to a reduction in
rental revenue of $4.8 million because of redevelopment
plans, lease settlement income of $1.9 million received in
the prior period, which did not recur in the current period,
offset by higher interest income of approximately
$0.1 million, and an increase in the bad debt expense of
$0.6 million and lower operating expenses of approximately
$0.5 million.

Pointe Orlando, a mall in Florida, which in three
quarters of the prior year was accounted for using the equity
method when ERT was a 38.5% owner, has been 100% owned and
consolidated with ERT since October 1, 1999. The effect of
owning 100% of Pointe Orlando for the full year of 2000
increased the loss to ERT by an additional $3.1 million to
$6.3 million. Pointe Orlando had an increased loss in the
twelve months ended December 31, 2000 of approximately
$3.2 million. This was due primarily to lower revenues of
$1.7 million, increased litigation costs of
$3.9 million relating to a legal action revolving around
the construction and delayed opening of the mall and an increase
in bad debt expense of approximately $0.9 million. These
items were offset by lower operating costs of $0.9 million
and lower interest expense of $2.4 million.

ERT had a decrease in interest income of
approximately $5.3 million, or 49.4%, due primarily to the
acquisition and consolidation of Pointe Orlando and the
elimination of the interest income charged to the previously
unconsolidated entity. ERTs interest expense to New Plan
Excel increased $3.7 million due to higher borrowings by
ERT and this was the primary reason for the $4.4 million
increase in interest, dividend and other income of the Company.

Foreign currency loss increased $1.1 million
due to the decline in value of the Canadian dollar.

21



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##### 



Expenses:

Total expenses increased $11.5 million, or
4.8%, from $239.2 million for the twelve months ended
December 31, 1999 to $250.7 million for the same
period in 2000. The major areas of increase were real estate and
other taxes, interest expense, depreciation and amortization,
and administrative expenses. These increases were partially
offset by decreases in operating, bad debt and non-recurring
expenses.

Interest expense increased $10.6 million, or
13.6%, from $77.8 million for the twelve months ended
December 31, 1999 to $88.4 million for the same period
in 2000, due primarily to increased borrowings in connection
with stock repurchases, property acquisitions and improvements,
and additional investments in ERT.

Real estate and other taxes increased
$3.3 million, or 10.1%, from $32.8 million for the twelve
months ended December 31, 1999 to $36.1 million for
the same period in 2000. Approximately $0.5 million of the
increase was due to a one-time recovery of prior years
expense in 1999, which did not occur again in 2000. The
remaining amount of approximately $2.8 million was due to
higher property tax expenses primarily in the retail portfolio.

Depreciation and amortization expense increased
$1.2 million, or 2.2%, from $54.2 million for the
twelve months ended December 31, 1999 to $55.4 million for
the same period in 2000. The primary reason for the increase was
the improvements to real estate put in place in 1999 and 2000
and the increase of real estate assets due to additional
allocation of purchase price from the 1998 merger with Excel
Realty Trust, Inc., in the prior year. The net impact of the
acquisitions and dispositions during the periods was a reduction
of $0.3 million.

Provision for doubtful accounts decreased
$0.9 million, or 16.9%, from $5.3 million for the
twelve months ended December 31, 1999 to $4.4 million
for the same period in 2000 due to the collection of amounts
previously thought to be uncollectible and improved collection
experience. The decrease was partially offset by an increase in
the reserve for bad debts at the Clearwater Mall.

Severance costs declined $3.6 million, or
42.4%, from $8.5 million for the twelve months ended
December 31, 1999 to $4.9 million for the same period
in 2000. The $4.9 million severance charges in 2000 were
primarily payments made to certain former officers in connection
with their resignation or retirement from the Company and their
respective retirement and employment agreements. In the prior
year, the $8.5 million expense was the result of the
resignation of seven former Excel Realty Trust, Inc. executives
and the payments made to them in accordance with their
employment agreements.

General and administrative expenses increased
$0.8 million, or 11.9%, from $6.7 million for the
twelve months ended December 31, 1999 to $7.5 million
for the same period in 2000. As a percentage of total assets,
administrative expense decreased to 0.26% from 0.27%. As a
percent of total revenues, costs increased to 2.24% from 1.97%.
The major reason for the increase was related to increases in
personnel costs.

Gains
on the Sale of Assets:

Gains on the sale of real estate increased
$1.2 million, or 15.0%. In 2000, the Company sold 11 retail
and one commercial property resulting in a gain of
$9.2 million. In 1999, five retail properties were sold,
resulting in a gain of $7.3 million, and two residential
properties were sold for a gain of $0.7 million.

Impairment
of Real Estate:

The estimated fair value of certain properties
classified as Real estate held for sale was less
than the book value of these properties. This resulted in an
impairment of real estate expense of $3.6 million for the
year. Of this impairment, $1.9 million is related to real
estate held for sale during the year which is now held for use
as of December 31, 2000. There was no impairment of real
estate in 1999.

22



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##### 



Extraordinary
Income:

During the year there was a prepayment of a
mortgage payable which had an unamortized mortgage premium
associated with it. The elimination of this premium resulted in
the extraordinary income of $0.8 million. There was no
extraordinary income in 1999.

Funds from Operations

The Company calculates funds from operations
(FFO) as net income attributable to common
shareholders on a diluted basis before gain or loss on sales of
real estate and securities and before extraordinary items, plus
depreciation and amortization on real estate, amortized leasing
commission costs and the minority interest share of income.
Effective January 1, 2000, the Company adopted the NAREIT
definition of FFO which requires the inclusion of both recurring
and non-recurring results of operations and the exclusion of
extraordinary items. The 1999 calculations have been restated to
conform to the NAREIT definition to include non-recurring
charges. The NAREIT definition of FFO excludes discontinued
operations, however, the Company has included discontinued
operations in its calculation. FFO is not a substitute for cash
flows from operations or net income as defined by generally
accepted accounting principles, and may not be comparable to
other similarly titled measures of other REITs. FFO is presented
because industry analysts and the Company consider FFO to be an
appropriate supplemental measure of performance of REITs. The
following information is provided to show the items included in
the Companys FFO for the past periods indicated (in
thousands):

|                                                                                  |                     |              |          |              |   |              |          |         |   |   |         |         |  
|--------------------------------------------------------------------------------- | ------------------- | ------------ | -------- | ------------ | - | ------------ | -------- | ------- | - | - | ------- | ------- | -
|                                                                                  |                     | Year         |          | Year         |   | Year        
|                                                                                  |                     | Ended        |          | Ended        |   | Ended       
|                                                                                  |                     | December 31, |          | December 31, |   | December 31,
|                                                                                  |                     | 2001         |          | 2000         |   | 1999        
|                                                                                  |                     |              |          |              |   |             
|Net income before extraordinary item                                              |                     | $            | 105,162  |              |   | $            | 122,323  |         |   | $ | 149,513 |        
|                                                                                  | Preferred dividends |              |          | (22,639      | ) |              |          | (22,635 | ) |   |         | (22,777 | )
|                                                                                  | Minority interest   |              |          | 848          |   |              |          | 952     |   |   |         | 1,299   |  
|                                                                                  |                     |              |          |              |   |              |          |         |   |   |         |        
|Net income applicable to common
	shareholders  diluted                           |                     |              | 83,371   |              |   |              | 100,640  |         |   |   | 128,035 |        
|(Gains)/loss on real estate and securities                                        |                     |              | (1,412   | )            |   |              | (9,200   | )       |   |   | (7,956  | )      
|Preferred A dividends1                                                            |                     |              | 3,203    |              |   |              | 3,200    |         |   |   | 3,343   |        
|Depreciation amortization, including depreciation
	relating to equity investments |                     |              | 68,963   |              |   |              | 69,422   |         |   |   | 66,602  |        
|Impairment of real estate                                                         |                     |              | 13,850   |              |   |              | 3,620    |         |   |   |        |        
|                                                                                  |                     |              |          |              |   |              |          |         |   |   |         |        
|Funds from operations                                                             |                     | $            | 167,975  |              |   | $            | 167,682  |         |   | $ | 190,024 |        
|                                                                                  |                     |              |          |              |   |              |          |         |   |   |         |        
|Weighted average of common shares
	outstanding  Diluted 1                        |                     |              | 90,673   |              |   |              | 90,825   |         |   |   | 92,444  |        
|                                                                                  |                     |              |          |              |   |              |          |         |   |   |         |        
|Net cash provided by operating activities                                         |                     | $            | 186,734  |              |   | $            | 179,332  |         |   | $ | 165,855 |        
|                                                                                  |                     |              |          |              |   |              |          |         |   |   |         |        
|Net cash provided by/(used in) investing
	activities                              |                     | $            | 314,135  |              |   | $            | (9,772   | )       |   | $ | (87,207 | )      
|                                                                                  |                     |              |          |              |   |              |          |         |   |   |         |        
|Net cash used in financing activities                                             |                     | $            | (494,876 | )            |   | $            | (179,224 | )       |   | $ | (81,765 | )      
|                                                                                  |                     |              |          |              |   |              |          |         |   |   |         |        






|  |                                                                        
|- | -----------------------------------------------------------------------
|1 | Series A Preferred Stock has a dilutive
	effect on the FFO calculation.

Liquidity and Capital Resources

As of December 31, 2001, the Company had
approximately $9.1 million in available cash, cash
equivalents and marketable securities. As a REIT, the Company is
required to distribute at least 90% of its taxable income to its
stockholders on an annual basis. Therefore, as a general matter,
it is unlikely that the Company will have any substantial cash
balances that could be used to meet its liquidity needs.
Instead, these needs must be met from cash generated from
operations and external sources of capital.

23



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Short-Term
Liquidity Needs

The Companys short-term liquidity
requirements consist primarily of funds necessary to pay for
operating and other expenses directly associated with its
portfolio of properties (including regular maintenance items),
interest expense and scheduled principal payments on its
outstanding debt, capital expenditures incurred to facilitate
the leasing of space (e.g., tenant improvements and
leasing commissions), and quarterly dividends that the Company
pays to its common and preferred stockholders. Historically, the
Company has satisfied these requirements principally through
cash generated from operations. The Company believes that cash
generated from operations will continue to be sufficient to meet
its short-term liquidity requirements; however, there are
certain factors that may have a material adverse effect on the
Companys cash flow.

The Company derives substantially all of its
revenues from tenants under existing leases at its properties.
The Companys operating cash flow therefore depends
materially on the rents that it is able to charge to its
tenants, and the ability of these tenants to make their rental
payments. The Company believes that the nature of the properties
in which it typically invests  primarily
grocery-anchored neighborhood and community shopping
centers  provides a more stable revenue flow in
uncertain economic times, in that consumers still need to
purchase basic living essentials such as food and soft goods,
even in difficult economic times. However, general economic
downturns, or economic downturns in one or more markets in which
the Company owns properties, still may adversely impact the
ability of the Companys tenants to make lease payments and
the Companys ability to re-lease space as leases expire on
favorable terms. In either of these cases, the Companys
cash flow would be adversely affected.

As a general matter, the Company believes that
the current economic downturn in the United States generally has
not had a material adverse effect on its performance thus far.
However, continuation of the current downturn could negatively
impact the Companys operating results in 2002, depending
on the magnitude and length of the downturn.

On January 22, 2002, Kmart Corporation, the
Companys largest tenant, filed for bankruptcy protection
under Chapter 11 of the federal bankruptcy laws. Prior to
the bankruptcy filing, the Company leased space at 40 of its
shopping centers to Kmart. Kmart has since rejected the leases
at two locations. An additional two locations are subleased or
assigned to third parties.

The 36 remaining Kmart locations, all of which
currently are physically occupied, contain a total of
3.4 million square feet of gross leasable area, or
approximately 8.9% of the Companys total gross leasable
area. As of December 31, 2001, Kmarts annualized base rent
for these 36 locations was $14.9 million, or approximately $4.45
per square foot, which represented 5.6% of the Companys
total annualized base rent. In addition, three of the 92
shopping centers acquired in the Portfolio Acquisition (as
defined below) contain Kmart stores. As of December 31,
2001, on a pro forma basis and excluding the two leases which
Kmart has already rejected and the two subleased or assigned
locations, Kmarts annualized base rent for the 39
locations was approximately $16.1 million, or approximately
$4.42 per square foot, which would represent approximately 4.8%
of the Companys total annualized base rent.

Under federal bankruptcy laws, Kmart can affirm
or reject its 39 remaining leases with the Company. It could
also seek to receive rent reductions or deferrals or other lease
modifications from the Company. At this time, Kmart has not
announced its plans with respect to the 39 remaining leases with
the Company, although the Company is currently in discussions
with Kmart regarding certain of these lease locations. In event
that leases are terminated, the Company would seek to re-lease
those spaces to new tenants. In some cases, the Company believes
it could re-lease the space currently occupied by Kmart on terms
that would be at least as favorable as the current lease terms
with Kmart. In other cases, however, the Company may not be able
to achieve rental rates that Kmart currently is paying. It also
may take a significant amount of time to re-lease any space
vacated by Kmart during which period the Company would not be
collecting any rent for that space. In addition, if Kmart
terminates additional leases with the Company, other tenants at
the affected properties may have the right to terminate their
leases with the Company, or to pay less rent than they currently
pay.

If Kmart terminates a substantial number of
leases with the Company, or if Kmart receives substantial rent
reductions or deferrals, it will adversely affect the
Companys rental revenues, and the impact may be

24



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##### 



material. In addition, Kmarts termination
of leases or closure of stores could result in lease
terminations or reductions in rent by other tenants in the same
shopping centers, the impact of which could be material to the
Company.


The Company does not believe that there are any
other tenant bankruptcies that are likely to materially affect
the Companys rental revenues.

In addition, in March 2002 the Company acquired a
portfolio of 92 retail properties (the Portfolio
Acquisition), which increases the net rentable area of the
Companys properties by more than 27%. As a result of this
acquisition, the Company will incur substantial additional
expenses that are attributable to the operation of these
properties. The Company also assumed or incurred approximately
an additional $543 million of debt to finance the
transaction. While the Company believes that the cash generated
by these newly-acquired properties will more than offset the
operating expenses and interest expense associated with these
properties, it is possible that these properties may not perform
as well as expected, and as a result the Companys cash
needs may increase. In addition, there may be other additional
costs incurred as a result of the acquisition of these
properties, such as increased general and administrative costs
while the Company assimilates such a large number of properties
into its operating system.

The Company expects to spend approximately
$11 million in 2002 to complete its $25 million
deferred maintenance program that began in 2001. The Company
believes that completing this maintenance enhances the
competitiveness of its properties. The Company expects to pay
for these maintenance projects out of excess cash from
operations or, to the extent necessary, draws on its revolving
credit facilities.

The Company also regularly incurs significant
expenditures in connection with the re-leasing of its retail
space, principally in the form of tenant improvements and
leasing commissions. The amounts of these expenditures can vary
significantly, depending on negotiations with tenants and the
willingness of tenants to pay higher base rents over the life of
the leases. The Company expects to pay for these capital
expenditures out of excess cash from operations or, to the
extent necessary, draws on its revolving credit facilities. The
Company believes that a significant portion of these
expenditures are recouped in the form of continuing lease
payments.

The Company has established a stock repurchase
program under which it may repurchase up to $75 million of
the Companys outstanding common stock from time to time
through periodic open market transactions or through privately
negotiated transactions. As of December 31, 2001,
approximately 2,100,000 shares have been repurchased under this
program at an average purchase price of $15.28 per share.
Approximately 119,000 shares were repurchased in 2001 at an
average purchase price of $13.40 per share. In light of the
current trading price of the Companys common stock, the
Company does not anticipate effecting additional stock
repurchases in the near future, although market conditions could
cause the Company to reevaluate this determination at any time.

The Company has also established a repurchase
program under which it may repurchase up to $125 million of
the Companys outstanding preferred stock and public debt
from time to time through periodic open market transactions or
through privately negotiated transactions. As of
December 31, 2001, no purchases have been made under this
program.

The current quarterly dividend on the
Companys common stock is $0.4125 per share. The Company
also pays regular quarterly dividends on its preferred stock.
The maintenance of these dividends is subject to various
factors, including the discretion of the Board of Directors, the
ability to pay dividends under Maryland law, the availability of
cash to make the necessary dividend payments and the effect of
REIT distribution requirements, which require at least 90% of
the Companys taxable income to be distributed to
stockholders.

In addition, under the Companys existing
credit facilities, the Company generally is restricted from
paying common stock dividends that would exceed 95% of the
Companys funds from operations during any four-quarter
period.

25



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| |                          
| | -------------------------
| | Long-Term Liquidity Needs

The Companys long-term liquidity
requirements consist primarily of funds necessary to pay for the
principal amount of the Companys long-term debt as it
matures, significant non-recurring capital expenditures that
need to be made periodically at the Companys properties,
redevelopment projects that the Company undertakes at its
properties and the costs associated with acquisitions of
properties that the Company pursues. Historically, the Company
has satisfied these requirements principally through the most
advantageous source of capital at the time, which has included
the incurrence of new debt through borrowings (through public
offerings of unsecured debt and private incurrence of secured
and unsecured debt), sales of common stock and preferred stock,
capital raised through the disposition of assets and repayment
by third parties of notes receivable. The Company believes that
these sources of capital will continue to be available to it in
the future to fund its long-term capital needs; however, there
are certain factors that may have a material adverse effect on
the Companys access to these capital sources.

The Companys ability to incur additional
debt is dependent upon a number of factors, including its degree
of leverage, the value of its unencumbered assets, its credit
rating and borrowing restrictions imposed by existing lenders.
Currently, the Company has investment grade credit ratings for
prospective unsecured debt offerings from two major rating
agencies  Standard & Poors (BBB,
rating affirmed) and Moodys Investor Service (Baa1, review
for possible downgrade). A downgrade in outlook or rating by a
rating agency can occur at any time if the agency perceives an
adverse change in the Companys financial condition,
results of operations or ability to service debt. If such a
downgrade occurs, it would increase the interest rate currently
payable under the Companys existing credit facilities, it
likely would increase the costs associated with obtaining future
financing, and it potentially could adversely affect the
Companys ability to obtain future financing.

Based on managements internal evaluation of
the Company properties, the estimated value of the
Companys properties is well above the outstanding amount
of mortgage debt encumbering the properties. Therefore, at this
time, the Company believes that additional financing could be
obtained, either in the form of mortgage debt or additional
unsecured borrowings, and without violating the financial
covenants contained in the Companys unsecured debt
instruments.

The Companys ability to raise funds through
sales of common stock and preferred stock is dependent on, among
other things, general market conditions for REITs, market
perceptions about the Company and the current trading price of
the Companys stock. During 1999, 2000 and the early part
of 2001, conditions in the equity market for REITs were not
attractive, and as a result the Company did not issue any new
equity securities during this time. In the second half of 2001,
market conditions improved, and in January 2002, the Company
sold 6,900,000 shares of common stock in a public offering that
raised net proceeds of approximately $121 million. The
Company will continue to analyze which source of capital is most
advantageous to it at any particular point in time, but the
equity markets may not be consistently available on terms that
are attractive.

The Company has selectively effected asset sales
to generate cash proceeds over the last two years. In
particular, in September 2001 the Company sold its portfolio of
apartment properties and generated gross proceeds of
approximately $380 million. Also in 2001, the Company sold
or monetized other assets that raised an additional
$84 million in gross proceeds. The Companys ability
to generate cash from asset sales is limited by market
conditions and certain rules applicable to REITs. The
Companys ability to sell properties in the future to raise
cash will necessarily be limited if market conditions make such
sales unattractive.

26



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##### 



The following table summarizes all of the
Companys long-term contractual cash obligations, excluding
interest, to pay third parties as of December 31, 2001 (in
thousands):

|                             |       |      |         |         |  |      |        |        |  |      |        |            |  |       |         |         |  |   |       |       |  |   |         |         |  |   |         |         | 
|---------------------------- | ----- | ---- | ------- | ------- |  | ---- | ------ | ------ |  | ---- | ------ | ---------- |  | ----- | ------- | ------- |  | - | ----- | ----- |  | - | ------- | ------- |  | - | ------- | ------- | 
|Contractual Cash Obligations |       | 2002 |         | 2003    |  | 2004 |        | 2005   |  | 2006 |        | Thereafter |  | Total
|                             |       |      |         |         |  |      |        |        |  |      |        |            |  |      
|Long-Term Debt1              |       | $    | 194,804 |         |  | $    | 83,753 |        |  | $    | 82,145 |            |  | $     | 148,399 |         |  | $ | 7,091 |       |  | $ | 429,181 |         |  | $ | 943,373 |        
|Capital Lease Obligations    |       |      | 280     |         |  |      | 302    |        |  |      | 326    |            |  |       | 351     |         |  |   | 378   |       |  |   | 27,533  |         |  |   | 29,170  |        
|Operating Leases             |       |      | 1,308   |         |  |      | 1,561  |        |  |      | 1,200  |            |  |       | 1,178   |         |  |   | 166   |       |  |   | 9,112   |         |  |   | 14,525  |        
|                             |       |      |         |         |  |      |        |        |  |      |        |            |  |       |         |         |  |   |       |       |  |   |         |         |  |   |         |        
|                             | Total |      | $       | 196,392 |  |      | $      | 85,616 |  |      | $      | 83,671     |  |       | $       | 149,928 |  |   | $     | 7,635 |  |   | $       | 465,826 |  |   | $       | 987,068 | 
|                             |       |      |         |         |  |      |        |        |  |      |        |            |  |       |         |         |  |   |       |       |  |   |         |         |  |   |         |        



---



|  |                                                                                                                                   
|- | ----------------------------------------------------------------------------------------------------------------------------------
|1 | Long-term debt includes scheduled amortization
	and scheduled maturities for mortgage loans, notes payable and
	credit facilities.

As shown in the table above, a significant
portion of the Companys long-term debt matures in less
than one year. The Company has two revolving credit facilities
with The Bank of New York as lead lender, under which the
Company may borrow up to $245 million in uncollateralized
advances from a group of banks. The Company also has a term loan
with Fleet National Bank as lead lender, under which it has
borrowed $75 million, on an unsecured basis, as of
December 31, 2001. In addition, on March 1, 2002, the
Company entered into an additional term loan with Fleet National
Bank as lead lender, under which it has borrowed
$125 million on an unsecured basis.

The table below sets forth certain terms of the
loans under these four facilities (collectively, the
Credit Facilities).

|                          |       |                 |         |                    |  |                  |        |               |  |  |                    |  |  |  |               |   | 
|------------------------- | ----- | --------------- | ------- | ------------------ |  | ---------------- | ------ | ------------- |  |  | ------------------ |  |  |  | ------------- | - | 
|                          |       | Amount          |         |                    |  |                  |        |              
|                          |       | Available to be |         |                    |  |                  |        |              
|                          |       | Drawn           |         | Amount Drawn as of |  |                  |        |              
|                          |       | (in             |         | December 31, 2001  |  | Current Interest |        |              
|Loan                      |       | thousands)      |         | (in thousands)     |  | Rate1            |        | Maturity Date
|                          |       |                 |         |                    |  |                  |        |              
|BNY Revolving Facility #1 |       | $               | 122,500 |                    |  | $                | 0      |               |  |  | LIBOR plus 72.5 bp |  |  |  | October 2002  |  
|BNY Revolving Facility #2 |       |                 | 122,500 |                    |  |                  | 20,000 |               |  |  | LIBOR plus 67.5 bp |  |  |  | November 2002 |  
|Fleet Term Loan #1        |       |                 | 75,000  |                    |  |                  | 75,000 |               |  |  | LIBOR plus 90 bp   |  |  |  | May 2002      | 2
|Fleet Term Loan #2        |       |                 | 125,000 |                    |  |                  | 0      | 3             |  |  | LIBOR plus 90 bp   |  |  |  | February 2003 |  
|                          |       |                 |         |                    |  |                  |        |               |  |  |                    |  |  |  |               |  
|                          | Total |                 | $       | 445,000            |  |                  | $      | 95,000        |  |  |                    |  |  |  |               |   | 
|                          |       |                 |         |                    |  |                  |        |               |  |  |                    |  |  |  |               |  



---



|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1 | The interest rate payable by the Company under
	each of these facilities adjusts depending on the Companys
	credit rating. If the Companys credit rating is lowered,
	the interest rates increase. For instance, a decrease in the
	Companys current credit rating by one rating level would
	cause the interest rate under the BNY Revolving Facility #1
	to increase from LIBOR plus 72.5 basis points (bp)
	to LIBOR plus 95 bp; would cause the interest rate under
	the BNY Revolving Facility #2 to increase from LIBOR plus
	67.5 bp to LIBOR plus 87.5 bp; and would cause the
	interest rate under each of the Fleet Term Loans to increase
	from LIBOR plus 90 bp to LIBOR plus 115 bp.
| 
| 
|2 | The maturity date for the Fleet Term Loan #1
	can be extended to November 2002 at the Companys option.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| 
| 
|3 | The Fleet Term Loan #2 was entered into in March
	2002, and therefore no amount was outstanding as of
	December 31, 2001. The entire amount of the loan was drawn
	in March 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

In addition to the Credit Facilities, the Company
had approximately $241.4 million of mortgage debt
outstanding as of December 31, 2001 having a weighted
average interest rate of 7.8% and $613.2 million of notes
payable with a weighted average interest rate of 7.3%.

Because the Credit Facilities are nearing their
maturity, the Company currently is in preliminary negotiations
with certain major financial institutions for a new revolving
credit facility. The Company expects this facility to be in
place by the end of the second quarter of this year, although
there can be no assurance that this will be the case. If the
Company is not successful in obtaining a new credit facility, it
does not have sufficient funds on hand to pay off amounts that
are scheduled to come due under the Credit Facilities. In
addition to the maturity of the Companys Credit
Facilities, the Company also has an $81 million note issued
under its medium-term notes program that matures in May 2002.
The Company expects to repay this note at

27



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##### 



maturity through a draw under its existing or new
revolving credit facilities or with new indebtedness incurred
prior to the maturity date of such note.


In connection with the Portfolio Acquisition, the
Company assumed approximately $289 million of indebtedness.
Approximately $110 million of this debt matures in July
2002, while approximately $157 million matures in 2008 and
the remaining $23 million matures in July 2004. The
$110 million loan that matures in July 2002 has three
one-year extension options, and the Company has requested the
first one-year extension, which would extend the maturity date
to July 2003. The extension right is subject to compliance with
certain financial covenants, which the Company believes will be
satisfied. The remaining portion of the purchase price for the
Portfolio Acquisition was financed with the proceeds of a public
equity offering of the Companys common shares, and with
borrowings under the Companys existing credit facilities
and an interim facility.

The Company has established a comprehensive
redevelopment and outparcel development program under which
properties are identified for substantial renovation or
expansion where the Company believes attractive returns can be
generated from the investment. The Company currently has
identified 10 projects for redevelopment that are expected to
cost approximately $19 million, all of which is expected to
be incurred in 2002. In addition, the Company expects to proceed
with redevelopment projects at two additional shopping centers
and one mall in 2002. The costs relating to all of these
projects are expected to be funded from existing cash flow and
from draws under the Companys revolving credit facilities.
The Company has one additional mall under redevelopment, which
costs will be funded through a third party construction loan.

In connection with the Portfolio Acquisition, the
Company acquired nine properties currently in redevelopment
which are expected to cost approximately $7 million.

Each of the Credit Facilities contains
substantially similar covenants that require that the Company
maintain certain financial coverage ratios. These covenants
currently include:



| |   |                                                                                                                                                  
| | - | -------------------------------------------------------------------------------------------------------------------------------------------------
| |  | net operating income of unencumbered assets to
	interest on unsecured debt ratio of at least 2:1                                                 
|
| |  | EBITDA to fixed charges ratio of at least 1.75:1                                                                                                 
|
| |  | minimum tangible net worth of approximately
	$1.3 billion                                                                                        
|
| |  | total debt to total capital ratio of no more than
	57.5% (reducing to 52.5% if dividends paid exceed 90% of the
	Companys funds from operations)
|
| |  | total secured debt to total capital ratio of no
	more than 40%                                                                                   
|
| |  | unsecured debt to unencumbered assets value ratio
	of no more than 55%                                                                           

In connection with the Portfolio Acquisition, on
December 27, 2001 the Company modified two of its financial
covenants under its Credit Facilities, effective March 1,
2002. Specifically, the limit on the Companys permitted
consolidated total indebtedness was increased from 55% of total
capital to 57.5% of total capital and the limit on the
Companys permitted consolidated unsecured indebtedness was
increased from 50% of the value of its unencumbered assets to
55% of the value of its unencumbered assets. In both cases, the
increased debt levels are permitted only until such time as the
Company engages in capital transactions (such as equity
offerings or asset sales) from and after January 13, 2002,
that raise a total of at least $200 million of net proceeds.

The Company also has issued approximately
$615 million of indebtedness under three public indentures.
These indentures also contain covenants that require that the
Company maintain certain financial coverage ratios, which
covenants generally are less onerous than the covenants for the
Credit Facilities described above.

As of December 31, 2001, the Company was in
compliance with all of the financial covenants under its Credit
Facilities and its public indentures, and the Company believes
that it will continue to remain in compliance with these
covenants. However, if the Companys properties do not
perform as expected, or if unexpected events occur that require
the Company to borrow additional funds, compliance with these
covenants may become difficult and may restrict the
Companys ability to pursue certain business initiatives.
In addition, these financial covenants may restrict the
Companys ability to pursue particular acquisition

28



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transactions (for example, acquiring a portfolio
of properties that is highly leveraged) and could significantly
impact the ability of the Company to pursue growth initiatives.




| |                                    
| | -----------------------------------
| | Off-Balance Sheet Financing Matters

In a few cases, the Company has made commitments
to provide funds to joint ventures and third parties under
certain circumstances or otherwise guaranteed obligations of
others that do not show up on the Companys financial
statements as liabilities. In other cases, the Company is a
joint venture partner with third parties, and the liabilities
associated with those joint ventures do not show up as
liabilities on the Companys financial statements. The
following is a brief summary of the material contractual
obligations that the Company had entered into as of
December 31, 2001 that are not reflected as liabilities on
the Companys financial statements:



| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | - | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Private Pension Fund Joint
	Venture.In connection with the
	Portfolio Acquisition, the Company assumed obligations under a
	joint venture agreement with a third-party institutional
	investor. The joint venture had loans outstanding of
	approximately $70.7 million as of December 31, 2001.
	Under the terms of this joint venture, the Company has a 10%
	interest in the venture, and is responsible for contributing its
	pro rata share of any capital that might be required if the
	joint venture were to need capital, up to a maximum amount of
	$8.3 million, of which approximately $4.5 million has
	been contributed as of December 31, 2001.                                                                                                                                                                                                                                      
|
| |  | Preston Ridge Joint
	Venture.ERT, the Companys
	development subsidiary, has an investment in a joint venture
	that owns a community shopping center in Frisco, Texas known as
	The Centre at Preston Ridge. The joint venture had loans
	outstanding of approximately $86 million as of
	December 31, 2001. While the Company has no obligation to
	contribute additional capital to the joint venture, ERT has
	agreed to contribute its pro rata share (50%) of any capital
	that might be required if the joint venture were to need
	capital. As of December 31, 2001, the book value of ERTs
	investment in the Preston Ridge joint venture was approximately
	$40.7 million.                                                                                                                                                                                                                
|
| |  | Vail Ranch II Joint
	Venture.ERT has an investment in a
	joint venture that owns a community shopping center in Temecula,
	California that is in the final stages of development. The joint
	venture had third-party loans outstanding of approximately
	$8.4 million as of December 31, 2001. The Company
	currently guarantees interest payments under the loan (which
	rate of interest is the prime rate of the lender), as well as
	the payment of taxes, insurance and general maintenance and
	upkeep on the property. While the Company has no obligation to
	contribute additional capital to the joint venture, ERT has
	agreed to contribute its pro rata share (50%) of any capital
	that might be required if the joint venture were to need
	capital. As of December 31, 2001, the book value of
	ERTs investment in the Vail Ranch II joint venture
	was approximately $1.1 million.
|
| |  | Superior Towne Center
	Loan.The Company has entered into an
	agreement to loan funds to a third party developer in connection
	with the development of a community shopping center in Superior,
	Colorado. Approximately $9.7 million of a
	$14.9 million bank loan was outstanding against the
	property as of December 31, 2001. In addition, the Company
	has made a subordinated mortgage loan of approximately
	$25.9 million to the third party developer as of
	December 31, 2001, which amount is scheduled to be repaid
	in 2004. Under the terms of the loan agreement, the Company is
	obligated to loan up to an additional $4 million under
	certain circumstances.                                                                                                                                                                                                                    
|
| |  | Letter of Credit
	Extension.In connection with the sale
	of its garden apartment portfolio, the Company indirectly
	provided a letter of credit to the buyer in the amount of
	approximately $31 million, which can remain outstanding
	through September 2004 (subject to extensions for up to one
	year). The letter of credit was used by the buyer as collateral
	for a loan obtained to finance the purchase of the garden
	apartment portfolio. If the letter of credit is drawn (for
	example, following a default by the buyer under the loan), the
	Company will be obligated to reimburse the providing bank for
	the amount of the draw.                                                                                                                                                                                                                                                 

29



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| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Non-Recourse Debt
	Guarantees.Under certain Company and
	joint venture non-recourse mortgage loans, under certain
	circumstances, the Company could be responsible for portions of
	the mortgage indebtedness in connection with certain customary
	non-recourse carve out provisions such as environmental
	conditions, misuse of funds and material misrepresentations. As
	of December 31, 2001, the Company had mortgage loans
	outstanding of approximately $241.4 million and joint
	ventures in which the Company has a direct or indirect interest
	had mortgage loans outstanding of approximately
	$88.5 million.

For a discussion of other factors which may
adversely affect the Companys liquidity and capital
resources, please see the section titled Risk
Factors in Item I of the Companys Annual Report
on Form 10-K.

Inflation

The majority of the Companys leases contain
provisions designed to mitigate the adverse impact of inflation.
Such provisions include clauses enabling the Company to receive
percentage rents which generally increase as prices rise but may
be adversely impacted by tenant sales decreases, and/or
escalation clauses which are typically related to increases in
the consumer price index or similar inflation indices. In
addition, the Company believes that many of its existing lease
rates are below current market levels for comparable space and
that upon renewal or re-rental such rates may be increased to or
get closer to current market rates. This belief is based upon an
analysis of relevant market conditions, including a comparison
of comparable market rental rates, and upon the fact that many
of such leases have been in place for a number of years and may
not contain escalation clauses sufficient to match the increase
in market rental rates over such time. Most of the
Companys leases require the tenant to pay its share of
operating expenses, including common area maintenance, real
estate taxes and insurance, thereby reducing the Companys
exposure to increases in costs and operating expenses resulting
from inflation. In addition, the Company periodically evaluates
its exposure to interest rate fluctuations, and may enter into
interest rate protection agreements which mitigate, but do not
eliminate, the effect of changes in interest rates on its
floating rate loans.



|         |                                                            
|-------- | -----------------------------------------------------------
|Item 7A. | Quantitative and Qualitative Disclosures
	about Market Risk

As of December 31, 2001, the Company had
approximately $24.8 million of outstanding floating rate
mortgages. In addition, the Company had $95.0 million
outstanding as of December 31, 2001 in connection with
floating rate borrowings under credit facilities. The Company
does not believe that the interest rate risk represented by its
floating rate debt is material as of that date in relation to
the approximately $978.9 million of outstanding total debt
of the Company, the approximately $2.6 billion of total
assets of the Company and the approximately $2.9 billion
market capitalization of the Companys common stock as of
that date. In addition, as discussed below, the Company has
fixed $75.0 million of floating rate borrowings through the
use of an interest rate swap.

The Company was a party to one hedging agreement
with respect to its floating rate debt as of December 31,
2001. On October 11, 2000, the Company entered into a
two-year swap agreement with Fleet National Bank relating to
$125 million of the Companys variable rate debt. As a
result of the Companys sale of its garden apartment
community portfolio, the swap agreement was reduced from
$125 million to $75 million. The agreement effectively
fixes the annual interest rate of this debt at a base rate of
6.67% plus applicable spreads associated with the Companys
variable rate credit facilities. Hedging agreements enable the
Company to convert floating rate liabilities into fixed rate
liabilities. Hedging agreements expose the Company to the risk
that the counterparties to such agreements may not perform,
which could increase the Companys exposure to rising
interest rates. Generally, however, the counterparties to
hedging agreements that the Company enters into are major
financial institutions. The Company may borrow additional money
with floating interest rates in the future. Increases in
interest rates, or the loss of the benefits of existing hedging
agreements or any hedging agreements that the Company may enter
into in the future, would increase the Companys interest
expense, which would adversely affect cash flow and the ability
of the Company to service its debt. Future decreases in interest
rates will increase the Companys interest expense as
compared to

30



---



##### 



the floating rate debt underlying the
Companys hedging agreements and could result in the
Company making payments to unwind such agreements.


If market rates of interest on the Companys
variable rate debt increase by 10% (or approximately
70 basis points), the increase in annual interest expense
on the Companys variable rate debt would decrease future
earnings and cash flows by approximately $0.6 million. If
market rates of interest increase by 10%, the fair value of the
Companys total outstanding debt would decrease by
approximately $7.0 million. If market rates of interest on
the Companys variable rate debt decrease by 10% (or
approximately 45 basis points), the decrease in interest expense
on the Companys variable rate debt would increase future
earnings and cash flows by approximately $0.6 million. If
market rates of interest decreased by 10%, the fair value of the
Companys total outstanding debt would increase by
approximately $7.0 million.

As of December 31, 2001, the Company had
notes receivable in the total amount of Canadian
$12.4 million (approximately U.S. $7.8 million as of
December 31, 2001). The Company does not believe that the
foreign currency exchange risk associated with these loans is
material. The Company had no other material exposure to market
risk (including foreign currency exchange risk, commodity price
risk or equity price risk) as of December 31, 2001.



|        |                                             
|------- | --------------------------------------------
|Item 8. | Financial Statements and Supplementary
	Data

Financial statements required by this item appear
with an Index to Financial Statements and Schedules, starting on
page F-1 of this report.



|        |                                                                                      
|------- | -------------------------------------------------------------------------------------
|Item 9. | Changes in and Disagreements with
	Accountants on Accounting and Financial Disclosure

Not applicable.

PART III



|         |                                                    
|-------- | ---------------------------------------------------
|Item 10. | Directors and Executive Officers of the
	Registrant

The information required by this item is hereby
incorporated by reference to the material appearing in the Proxy
Statement for the Annual Stockholders Meeting to be held in 2002
(the Proxy Statement) under the captions
Proposal 1  Election of Directors,
Executive Compensation and Other Information and
Other Matters  Section 16(a) Beneficial
Ownership Reporting Compliance.



|         |                       
|-------- | ----------------------
|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 caption Executive Compensation and
Other Information.



|         |                                                                
|-------- | ---------------------------------------------------------------
|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 caption Voting Securities of Certain
Beneficial Owners and 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 Certain Relationships and
Related Transactions.

31



---



##### 



PART IV



|         |                                                                 
|-------- | ----------------------------------------------------------------
|Item 14. | Exhibits, Financial Statement Schedules and
	Reports on Form 8-K

(a) Consolidated Financial Statements.The following documents are filed as a part of this report:

The response to this portion of Item 14 is
submitted as a separate section of this report.

(b) Reports on Form 8-K filed during
the three months ended December 31, 2001.

Form 8-K filed on
October 5, 2001, containing Items 2 and 7 disclosure,
and

Form 8-K filed on
November 8, 2001, containing Items 7 and 9 disclosure.

(c) Exhibits.The following documents
are filed as exhibits to this report:

| |      |  |  |                                                                                                                                                                                                                                                                                         
| | ---- |  |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | *2.1 |  |  | Agreement for Purchase of Real Estate and Related
	Property, dated as of May 10, 2001, by and between the
	Company and Coolidge-Koenmen LLC, filed as Exhibit 2.1 to
	the Companys Current Report on Form 8-K filed on
	October 5, 2001.                                               
| | *2.2 |  |  | Amendment to Agreement for Purchase of Real
	Estate and Related Property, dated as of July 30, 2001, by
	and between the Company and Coolidge-Koenmen LLC (Club Sales
	Contract Amendment), filed as Exhibit 2.2 to the
	Companys Current Report on Form 8-K filed on
	October 5, 2001.
| | *2.3 |  |  | Amendment to Agreement for Purchase of Real
	Estate and Related Property, dated as of July 30, 2001, by
	and between the Company and Coolidge-Koenmen LLC, filed as
	Exhibit 2.3 to the Companys Current Report on
	Form 8-K filed on October 5,2001.                                  
| | *2.4 |  |  | Closing Date Amendment to Agreement for Purchase
	of Real Estate and Related Property, dated as of
	September 21, 2001, by and between the Company and
	Coolidge-Koenmen LLC, filed as Exhibit 2.4 to the
	Companys Current Report on Form 8-K filed on
	October 5, 2001.              
| | *2.5 |  |  | Purchase Agreement, dated as of January 13,
	2002, by and among the Company, CenterAmerica Property Trust,
	L.P. and certain affiliates of CenterAmerica Property Trust,
	L.P., filed as Exhibit 2.1 to the Companys Current
	Report on Form 8-K filed on January 14, 2002.            
| | *3.1 |  |  | Articles of Amendment and Restatement of the
	Charter of the Company filed as Exhibit 3.01 to Amendment
	No. 1 to the Companys Registration Statement on
	Form S-3, File No. 33-59195.                                                                                                 
| | *3.2 |  |  | Articles of Amendment of Articles of Amendment
	and Restatement of the Charter of the Company filed as
	Exhibit 4.4 to the Companys Registration Statement on
	Form S-3, File No. 333-65211.                                                                                           
| | *3.3 |  |  | Restated Bylaws of the Company, effective as of
	May 16, 2001 (incorporating all amendments thereto through
	May 16, 2001), filed as exhibit 3.2 to the Companys
	Quarterly Report on Form 10-Q for the quarter ended
	June 30, 2001.                                                  
| | 3.4  |  |  | Amendment to Restated Bylaws of the Company,
	dated November 5, 2001.                                                                                                                                                                                                                   
| | *4.1 |  |  | Articles Supplementary classifying 4,600,000
	shares of preferred stock as 8 1/2% Series A
	Cumulative Convertible Preferred Stock filed as
	Exhibit 4.01 to the Companys Current Report on
	Form 8-K dated February 7, 1997.                                                          
| | *4.2 |  |  | Articles Supplementary classifying 690,000 shares
	of preferred stock as 8 5/8% Series B Cumulative
	Redeemable Preferred Stock filed as Exhibit 4.02 to the
	Companys Current Report on Form 8-K dated
	January 14, 1998.                                                             
| | *4.3 |  |  | Articles Supplementary relating to the
	Series C Junior Participating Preferred Stock of the
	Company, which may in the future be issued under the
	Companys Rights Plan filed as Exhibit 4.3 to the
	Companys Annual Report on Form 10-K/A for the year
	ended December 31, 1998.    
| | *4.4 |  |  | Articles Supplementary classifying 150,000 shares
	of preferred stock as 7.80% Series D Cumulative Voting
	Step-Up Premium Rate Preferred Stock filed as Exhibit 4.5
	to the Companys Registration Statement on Form S-3,
	File No. 333-65211.                                         

32



---



##### 



| |        |  |  |                                                                                                                                                                                                                                                                                                                                                                               
| | ------ |  |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | *10.1  |  |  | Amended and Restated 1993 Stock Option Plan of
	the Company, dated May 28, 1998, filed as Exhibit 4.1
	to the Companys Registration Statement on Form S-8,
	File No. 333-65223.                                                                                                                                                                                              
| | *10.2  |  |  | Amendment to the Amended and Restated 1993 Stock
	Option Plan of the Company, dated September 28, 1998, filed
	as Exhibit 10.4 to the Companys Annual Report on
	Form 10-K/A for the year ended December 31, 1998.                                                                                                                                                           
| | *10.3  |  |  | Amendment to the Amended and Restated 1993 Stock
	Option Plan of the Company, dated February 8, 1999, filed
	as Exhibit 10.5 to the Companys Annual Report on
	Form 10-K/A for the year ended December 31, 1998.                                                                                                                                                             
| | *10.4  |  |  | Amendment to the Amended and Restated 1993 Stock
	Option Plan of the Company, dated April 21, 1999, filed as
	Exhibit 10.4 to the Companys Annual Report on
	Form 10-K for the year ended December 31, 1999.                                                                                                                                                                 
| | *10.5  |  |  | Amendment to the Amended and Restated 1993 Stock
	Option Plan of the Company, dated February 17, 2000, filed
	as Exhibit 10.5 to the Companys Annual Report on
	Form 10-K for the year ended December 31, 1999.                                                                                                                                                              
| | *10.6  |  |  | Directors Amended and Restated 1994 Stock
	Option Plan of the Company, dated May 10, 1996, filed as
	Exhibit 10.8 to the Companys Annual Report on
	Form 10-K/A for the year ended December 31, 1998.                                                                                                                                                                       
| | *10.7  |  |  | Amendment to the Amended and Restated 1994
	Directors Stock Option Plan of the Company, dated
	September 28, 1998, filed as Exhibit 10.9 to the
	Companys Annual Report on Form 10-K/A for the year
	ended December 31, 1998.                                                                                                                                               
| | *10.8  |  |  | Amendment to the Amended and Restated 1994
	Directors Stock Option Plan of the Company, dated
	February 17, 2000, filed as Exhibit 10.8 to the
	Companys Annual Report on Form 10-K for the year
	ended December 31, 1999.                                                                                                                                                  
| | *10.9  |  |  | Amendment to the Amended and Restated 1994
	Directors Stock Option Plan of the Company, effective as
	of May 24, 2000, filed as Exhibit 10.6 to the
	Companys Quarterly Report on Form 10-Q for the
	quarter ended June 30, 2000.                                                                                                                                           
| | *10.10 |  |  | New Plan Realty Trust 1997 Stock Option Plan
	filed as Exhibit 4.1 to the Companys Registration
	Statement on Form S-8, File No. 333-65221.                                                                                                                                                                                                                                  
| | *10.11 |  |  | New Plan Realty Trust 1991 Stock Option Plan, as
	amended, filed as Exhibit 4.2 to the Companys
	Registration Statement on Form S-8, File No. 333-65221.                                                                                                                                                                                                                     
| | *10.12 |  |  | Amended and Restated New Plan Realty Trust 1985
	Incentive Stock Option Plan filed as Exhibit 4.3 to the
	Companys Registration Statement on Form S-8, File
	No. 333-65221.                                                                                                                                                                                                  
| | *10.13 |  |  | New Plan Realty Trust March 1991 Stock Option
	Plan and Non-Qualified Stock Option Plan filed as
	Exhibit 4.4 to the Companys Registration Statement on
	Form S-8, File No. 333-65221.                                                                                                                                                                                       
| | 10.14  |  |  | Credit Agreement (Facility I), dated as of
	October 22, 2001, by and among the Company, The Bank of New
	York, as administrative agent, Bank One, NA and Fleet National
	Bank, each as a co-documentation agent, Bank of America, as
	managing agent, and the lenders party thereto.                                                                                          
| | *10.15 |  |  | Amendment No. 1 to Credit Agreement
	(Facility I), dated as of December 27, 2001, by and
	among the Company, The Bank of New York, as administrative
	agent, and the lenders thereto, filed as Exhibit 10.1 to
	the Companys Current Report on Form 8-K filed on
	January 14, 2001.                                                                                          
| | 10.16  |  |  | Guaranty (Facility I), dated as of
	October 22, 2001, by and among New Plan Realty Trust, Excel
	Realty Trust  ST, Inc., ERT Development Corporation
	and The Bank of New York, as administrative agent.                                                                                                                                                                     
| | *10.17 |  |  | Credit Agreement (Facility II), dated as of
	November 17, 1999, by and among New Plan Excel Realty
	Trust, Inc., the lenders party thereto, The Bank of New York, as
	administrative agent, and Bank One, NA and BankBoston, N.A.,
	each as co-documentation agent, filed as Exhibit 10.15 to
	the Companys Annual Report on Form 10-K for the year
	ended December 31, 1999.

33



---



##### 



| |        |  |  |                                                                                                                                                                                                                                                                                                                                                                                                      
| | ------ |  |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | *10.18 |  |  | Amendment No. 1 to Credit Agreement
	(Facility II), dated as of June 27, 2000, by and among
	the Company, the lenders party thereto, The Bank of New York, as
	administrative agent, and Bank One, NA and BankBoston, N.A.,
	each as co-documentation agent, filed as Exhibit 10.4 to
	the Companys Quarterly Report on Form 10-Q for the
	quarter ended June 30, 2000.                             
| | *10.19 |  |  | Amendment No. 2 to Credit Agreement
	(Facility II), dated as of November 3, 2000, by and
	among the Company, the lenders party thereto, The Bank of New
	York, as administrative agent, and Bank One, NA and Fleet
	National Bank, f/k/a BankBoston, N.A., each as co-documentation
	agent, filed as Exhibit 10.21 to the Companys Annual
	Report on Form 10K for the year ended December 31,
	2000.
| | *10.20 |  |  | Amendment No. 3 to Credit Agreement
	(Facility II), dated as of May 9, 2001, by and among
	the Company, the lenders party thereto, The Bank of New York, as
	administrative agent, and Bank One, NA and Fleet National Bank,
	f/k/a BankBoston, N.A., each as a co-documentation agent, filed
	as Exhibit 10.4 to the Companys Quarterly Report on
	Form 10-Q for the quarter ended June 30, 2001.  
| | *10.21 |  |  | Letter Agreement, dated as of July 27, 2001,
	between the Company and The Bank of New York, as administrative
	agent, concerning the credit agreements, each dated as of
	November 17, 1999, as amended, filed as Exhibit 10.2
	to the Companys Quarterly Report on Form 10-Q for the
	quarter ended September 30, 2001.                                                                            
| | *10.22 |  |  | Amendment No. 4 to Credit Agreement
	(Facility II), dated as of December 27, 2001, by and
	among the Company, The Bank of New York, as administrative
	agent, and the lenders party thereto, filed as Exhibit 10.2
	to the Companys Current Report on Form 8-K filed on
	January 14, 2002.                                                                                                          
| | *10.23 |  |  | Guaranty (Facility II), dated as of
	November 17, 1999, by and among New Plan Realty Trust,
	Excel Realty Trust  ST, Inc. and The Bank of New
	York, as administrative agent, filed as Exhibit 10.16 to
	the Companys Annual Report on Form 10-K for the year
	ended December 31, 1999.                                                                                                            
| | 10.24  |  |  | Guaranty (Facility II), dated as of
	October 22, 2001, by and between ERT Development
	Corporation and The Bank of New York, as administrative agent.                                                                                                                                                                                                                                                
| | *10.25 |  |  | Indenture, dated as of May 8, 1995, between
	the Company and State Street Bank and Trust Company of
	California, N.A. (as successor to the First National Bank of
	Boston) filed as Exhibit 4.01 to the Companys
	Registration Statement on Form S-3, File No. 33-59195.                                                                                                                            
| | *10.26 |  |  | First Supplemental Indenture, dated as of
	April 4, 1997, between the Company and State Street Bank
	and Trust Company of California, N.A. filed as Exhibit 4.02
	to the Companys Registration Statement on Form S-3,
	File No. 333-24615.                                                                                                                                                          
| | *10.27 |  |  | Second Supplemental Indenture, dated as of
	July 3, 1997, between the Company and State Street Bank and
	Trust Company of California, N.A. filed as Exhibit 4.01 to
	the Companys Current Report on Form 8-K dated
	July 3, 1997.                                                                                                                                                                   
| | *10.28 |  |  | Senior Securities Indenture, dated as of
	March 29, 1995, between New Plan Realty Trust and The First
	National Bank of Boston, as Trustee filed as Exhibit 4.2 to
	New Plan Realty Trusts Registration Statement on
	Form S-3, File No. 33-60045.                                                                                                                                                  
| | *10.29 |  |  | First Supplemental Indenture, dated as of
	August 5, 1999, by and among New Plan Realty Trust, New
	Plan Excel Realty Trust, Inc. and State Street Bank and Trust
	Company filed as Exhibit 10.2 to the Companys
	Quarterly Report on Form 10-Q for the quarter ended
	September 30, 1999.                                                                                                          
| | *10.30 |  |  | Senior Securities Indenture, dated as of
	February 3, 1999, among the Company, New Plan Realty Trust,
	as guarantor, and State Street Bank and Trust Company, as
	Trustee, filed as Exhibit 4.1 to the Companys Current
	Report on Form 8-K dated February 3, 1999.                                                                                                                                 
| | *10.31 |  |  | Amended and Restated Agreement of Limited
	Partnership of Excel Realty Partners, L.P., dated as of
	June 25, 1997, filed as Exhibit 10.20 to the
	Companys Annual Report on Form 10-K for the fiscal
	year ended December 31, 1997.                                                                                                                                                                 

34



---



##### 



| |        |  |  |                                                                                                                                                                                                                                                                                                                                                                                     
| | ------ |  |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | *10.32 |  |  | First Amendment to Amended and Restated Agreement
	of Limited Partnership of Excel Realty Partners, L.P., dated as
	of August 20, 1999, by and among New Plan DRP Trust, New
	Plan Excel Realty Trust, Inc. and the current and future
	partners in the partnership filed as Exhibit 10.3 to the
	Companys Quarterly Report on Form 10-Q for the
	quarter ended September 30, 1999.
| | *10.33 |  |  | Agreement and Plan of Merger, dated May 14,
	1998, as amended as of August 7, 1998, among the Company,
	ERT Merger Sub, Inc. and New Plan Realty Trust filed, as
	Exhibit 2.1 to the Companys Registration Statement on
	Form S-4, File No. 333-61131.                                                                                                                             
| | *10.34 |  |  | Rights Agreement, dated as of May 15, 1998,
	between the Company and BankBoston, N.A., filed as
	Exhibit 4 to the Companys Report on Form 8-A
	dated May 19, 1998.                                                                                                                                                                                                                 
| | *10.35 |  |  | First Amendment to Rights Agreement, dated as of
	February 8, 1999, between the Company and BankBoston, N.A.
	filed as Exhibit 4.1 to the Companys Report on Form
	8-A/ A (Amendment No. 1) dated May 5, 1999.                                                                                                                                                                     
| | *10.36 |  |  | Dividend Reinvestment and Share Purchase Plan,
	included in the prospectus of the Company filed pursuant to
	Rule 424(b)(3), File No. 333-65211, on April 20,
	2000.                                                                                                                                                                                                                
| | *10.37 |  |  | Employment Agreement, dated as of
	September 17, 1998, by and between the Company and William
	Newman, filed as Exhibit 10.39 to the Companys Annual
	Report on Form 10-K/A for the year ended December 31,
	1998.                                                                                                                                                                 
| | *10.38 |  |  | Employment Agreement, dated as of
	February 23, 2000, by and between the Company and Glenn J.
	Rufrano, filed as Exhibit 10.1 to the Companys
	Current Report on Form 8-K, dated March 9, 2000.                                                                                                                                                                                    
| | *10.39 |  |  | Employment Agreement, dated as of April 14,
	2000, by and between the Company and John Roche, filed as
	Exhibit 10.15 to the Companys Quarterly Report on
	Form 10-Q for the quarter ended March 31, 2000.                                                                                                                                                                         
| | *10.40 |  |  | Employment Agreement, dated as of
	September 14, 2000, by and between the Company and Leonard
	Brumberg, filed as Exhibit 10.1 to the Companys
	Quarterly Report on Form 10-Q for the quarter ended
	September 30, 2000.                                                                                                                                                           
| | *10.41 |  |  | Employment Agreement, dated as of
	September 25, 1998, by and between the Company and Dean
	Bernstein, filed as Exhibit 10.39 to the Companys
	Annual Report on Form 10-K for the year ended
	December 31, 2000.                                                                                                                                                                   
| | 10.42  |  |  | Extension Letter concerning Employment Agreement,
	dated March 27, 2000, provided by the Company to Dean
	Bernstein.                                                                                                                                                                                                                                                                
| | *10.43 |  |  | Employment Agreement, dated as of
	September 25, 1998, by and between the Company and Steven
	F. Siegel, filed as Exhibit 10.45 to the Companys
	Annual Report on Form 10-K/A for the year ended
	December 31, 1998.                                                                                                                                                               
| | 10.44  |  |  | Extension Letter concerning Employment Agreement,
	dated March 27, 2000, provided by the Company to Steven F.
	Siegel.                                                                                                                                                                                                                                                              
| | *10.45 |  |  | Support Agreement, dated as of May 14, 1998,
	by William Newman to the Company, filed as Exhibit 10.7 to
	the Companys Registration Statement on Form S-4, File
	No. 333-61131, dated August 11, 1998.                                                                                                                                                                             
| | *10.46 |  |  | Agreement, dated as of February 23, 2000, by
	and between the Company and Arnold Laubich, filed as
	Exhibit 10.9 to the Companys Current Report on
	Form 8-K, dated March 9, 2000.                                                                                                                                                                                                 
| | *10.47 |  |  | Agreement, dated as of May 5, 2000, by and
	between the Company and James M. Steuterman, filed as
	Exhibit 10.16 to the Companys Quarterly Report on
	Form 10-Q for the quarter ended March 31, 2000.                                                                                                                                                                              
| | *10.48 |  |  | Agreement, dated as of December 19, 2000, by
	and between the Company and James DeCicco, filed as
	Exhibit 10.44 to the Companys Annual Report on
	Form 10-K for the year ended December 31, 2000.                                                                                                                                                                                 
| | 10.49  |  |  | Loan Agreement, dated as of November 30,
	2001, by and among BPR Shopping Center, L.P., the Bank of
	America, N.A., the Company and the other parties thereto.                                                                                                                                                                                                                      

35



---



##### 



| |        |  |  |                                                                                                                                                                                                                                                                                          
| | ------ |  |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | *10.50 |  |  | Term Loan Agreement, dated as of May 9,
	2001, by and among the Company, the lenders party thereto and
	Fleet National Bank, as administrative agent, filed as
	Exhibit 10.1 to the Companys Quarterly Report on
	Form 10-Q for the quarter ended June 30, 2001.                        
| | *10.51 |  |  | Amendment No. 1 to Term Loan Agreement,
	dated as of September 6, 2001, among the Company, the
	lenders party thereto and Fleet National Bank, as administrative
	agent, filed as Exhibit 10.1 to the Companys
	Quarterly Report on Form 10-Q for the quarter ended
	September 30, 2001.
| | *10.52 |  |  | Amendment No. 2 to Term Loan Agreement,
	dated as of December 27, 2001, by and among the Company,
	Fleet National Bank, as administrative agent, and the lenders
	party thereto, filed as Exhibit 10.3 to the Companys
	Current Report on Form 8-K filed on January 14, 2002.           
| | *10.53 |  |  | Guaranty, dated as of May 9, 2001, by and
	among New Plan Realty Trust, Excel Realty Trust  ST,
	Inc. and Fleet National Bank, as administrative agent, filed as
	Exhibit 10.2 to the Companys Quarterly Report on
	Form 10-Q for the quarter ended June 30, 2001.                     
| | *10.54 |  |  | Stock Option Agreement, dated as of
	February 23, 2000, by and between the Company and Glenn J.
	Rufrano (relating to 460,976 options), filed as
	Exhibit 10.2 to the Companys Current Report on
	Form 8-K, dated March 9, 2000.                                                        
| | *10.55 |  |  | Stock Option Agreement, dated as of
	February 23, 2000, by and between the Company and Glenn J.
	Rufrano (relating to 39,024 options), filed as Exhibit 10.3
	to the Companys Current Report on Form 8-K, dated
	March 9, 2000.                                                         
| | *10.56 |  |  | Stock Option Agreement, dated as of
	February 23, 2000, by and between the Company and Glenn J.
	Rufrano (relating to 200,000 options), filed as
	Exhibit 10.4 to the Companys Current Report on
	Form 8-K, dated March 9, 2000.                                                        
| | *10.57 |  |  | Stock Option Agreement, dated as of
	February 23, 2000, by and between the Company and
	Glenn J. Rufrano (relating to 515,121 options), filed as
	Exhibit 10.5 to the Companys Current Report on
	Form 8-K, dated March 9, 2000.                                                        
| | *10.58 |  |  | Recourse Promissory Note, dated February 23,
	2000, made by Glenn J. Rufrano in favor of the Company,
	filed as Exhibit 10.6 to the Companys Current Report
	on Form 8-K, dated March 9, 2000.                                                                                          
| | *10.59 |  |  | Limited Recourse Promissory Note, dated
	February 23, 2000, made by Glenn J. Rufrano in favor
	of the Company, filed as Exhibit 10.7 to the Companys
	Current Report on Form 8-K, dated March 9, 2000.                                                                                  
| | *10.60 |  |  | Stock Pledge Agreement, dated February 23,
	2000 between the Company and Glenn J. Rufrano, filed as
	Exhibit 10.8 to the Companys Current Report on
	Form 8-K, dated March 9, 2000.                                                                                                     
| | 10.61  |  |  | Reimbursement Agreement, dated as of
	August 24, 2001, between the Company and Fleet National
	Bank.                                                                                                                                                                                     
| | 12     |  |  | Ratio of Earnings to Fixed Charges and Preferred
	Stock Dividends.                                                                                                                                                                                                                       
| | 21     |  |  | Subsidiaries of the Company.                                                                                                                                                                                                                                                             
| | 23     |  |  | Consent of PricewaterhouseCoopers LLP.                                                                                                                                                                                                                                                   



---



|  |                                                      
|- | -----------------------------------------------------
|* | Incorporated herein by reference as above
	indicated.

(d) Financial Statement Schedules.The following documents are filed as a part of this report:

The response to this portion of Item 14 is
submitted as a separate section of this report.

36



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##### 



NEW PLAN REALTY TRUST, INC. AND
SUBSIDIARIES



INDEX TO CONSOLIDATED FINANCIAL
STATEMENTS


|   |  |                                                                                                                                             |  |      |      | 
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------- |  | ---- | ---- | 
|   |  |                                                                                                                                             |  | Page
|   |  |                                                                                                                                             |  |     
|1. |  | CONSOLIDATED STATEMENTS                                                                                                                     |  |      |      | 
|   |  | Report of Independent Accountants                                                                                                           |  |      | F-2  | 
|   |  | Consolidated Balance Sheets
	December 31, 2001 and December 31, 2000                                                                        |  |      | F-3  | 
|   |  | Consolidated Statements of Income and
	Comprehensive Income for the Years ended December 31, 2001,
	December 31, 2000 and December 31, 1999 |  |      | F-4  | 
|   |  | Consolidated Statements of Changes in
	Stockholders Equity for the Years ended December 31,
	2001, December 31, 2000 and December 31, 1999 |  |      | F-5  | 
|   |  | Consolidated Statements of Cash Flows for the
	Years ended December 31, 2001, December 31, 2000 and
	December 31, 1999                      |  |      | F-6  | 
|   |  | Notes to Consolidated Financial Statements                                                                                                  |  |      | F-7  | 
|2. |  | CONSOLIDATED FINANCIAL STATEMENT SCHEDULES:                                                                                                 |  |      |      | 
|   |  | Schedule II  Valuation and
	Qualifying Accounts                                                                                            |  |      | F-30 | 
|   |  | Schedule III  Real Estate and
	Accumulated Depreciation                                                                                    |  |      | F-31 | 
|   |  | Schedule IV  Mortgage Loans on
	Real Estate                                                                                                |  |      | F-53 | 

F-1



---



##### 



REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Directors and Stockholders

of New Plan Excel Realty Trust, Inc.:


In our opinion, the consolidated financial
statements listed in the accompanying index present fairly, in
all material respects, the financial position of New Plan Excel
Realty Trust, Inc. and its subsidiaries at December 31,
2001 and 2000, and the results of their operations and their
cash flows for each of the three years in the period ended
December 31, 2001, in conformity with accounting principles
generally accepted in the United States of America. In addition,
in our opinion, the financial statement schedules listed in the
accompanying index present fairly, in all material respects, the
information set forth therein when read in conjunction with the
related consolidated financial statements. These financial
statements and financial statement schedules are the
responsibility of the Companys management; our
responsibility is to express an opinion on these financial
statements and financial statement schedules based on our
audits. We conducted our audits of these statements in
accordance with auditing standards generally accepted in the
United States of America, which require that we plan and perform
the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements, 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.



| |                           
| | --------------------------
| | PricewaterhouseCoopers LLP

New York, New York

February 22, 2002, except as to Note 27, as
to which the date is March 1, 2002.


F-2



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

December 31, 2001 and 2000


(In thousands)


ASSETS

|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |           |           | 
|------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------ | --------- | ------------ | --------- |  | --------- | --------- | --------- | 
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | December 31,                               |           | December 31,
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | 2001                                       |           | 2000        
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |             
|Real estate:                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          
|                                                                                                              | Land                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                            | $         | 498,859      |           |  | $         | 463,602   |          
|                                                                                                              | Buildings and improvements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |                                            |           | 2,184,787    |           |  |           | 1,989,029 |          
|                                                                                                              | Accumulated depreciation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |                                            |           | (269,755     | )         |  |           | (218,638  | )        
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | Net real estate                            |           |              | 2,413,891 |  |           |           | 2,233,993 | 
|Real estate held for sale                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 20,747    |              |           |  | 9,104     |          
|Cash and cash equivalents                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 7,163     |              |           |  | 1,170     |          
|Marketable securities                                                                                         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 1,887     |              |           |  | 1,531     |          
|Receivables:                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          
|                                                                                                              | Trade, less allowance for doubtful accounts of
	$15,633 and $12,816 at December 31, 2001 and 2000,
	respectively                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                            |           | 43,555       |           |  |           | 43,454    |          
|                                                                                                              | Other                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                            |           | 8,736        |           |  |           | 11,620    |          
|Mortgages and notes receivable                                                                                |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 45,360    |              |           |  | 58,553    |          
|Prepaid expenses and deferred charges                                                                         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 15,964    |              |           |  | 9,320     |          
|Assets in discontinued operations                                                                             |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |          |              |           |  | 346,779   |          
|Investment in and loans to ERT Development
	Corporation                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |          |              |           |  | 170,004   |          
|Investments in unconsolidated ventures                                                                        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 41,876    |              |           |  |          |          
|Other assets                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 23,687    |              |           |  | 8,903     |          
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | Total assets                               |           | $            | 2,622,866 |  |           | $         | 2,894,431 | 
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          
|LIABILITIES AND STOCKHOLDERS EQUITY                                                                         
|Liabilities:                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          
|                                                                                                              | Mortgages payable, including unamortized premium
	of $6,063 and $7,753 at December 31, 2001 and 2000,
	respectively                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |                                            | $         | 241,436      |           |  | $         | 328,803   |          
|Notes payable, net of unamortized discount of
	$1,752 and $2,008 at December 31, 2001 and 2000,
	respectively |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 613,248   |              |           |  | 612,992   |          
|Credit facilities                                                                                             |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 95,000    |              |           |  | 243,750   |          
|Capital leases                                                                                                |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 29,170    |              |           |  | 29,431    |          
|Other liabilities                                                                                             |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 122,674   |              |           |  | 92,145    |          
|Tenant security deposits                                                                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 5,833     |              |           |  | 7,791     |          
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | Total liabilities                          |           |              | 1,107,361 |  |           |           | 1,314,912 | 
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          
|Minority interest in consolidated partnership                                                                 |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 22,267    |              |           |  | 23,909    |          
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          
|Commitments and contingencies                                                                                 |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |          |              |           |  |          |          
|Stockholders equity:                                                                                         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          
|                                                                                                              | Preferred stock, Series A: $.01 par value,
	25,000 shares authorized: 4,600 shares designated as
	8 1/2% Series A Cumulative Convertible Preferred,
	1,507 shares outstanding at December 31, 2001 and
	2000; Series B: 6,300 depositary shares, each
	representing 1/10 of one share of 8 5/8% Series B
	Cumulative Redeemable Preferred, 630 shares outstanding at
	December 31, 2001 and 2000; Series D:
	1,500 depositary shares, each representing 1/10 of one
	share of Series D Cumulative Voting Step-Up Premium Rate
	Preferred, 150 shares outstanding at December 31, 2001
	and 2000 |                                            |           | 23           |           |  |           | 23        |          
|                                                                                                              | Common stock, $.01 par value, 250,000 shares
	authorized; 87,352 and 87,320 shares issued and outstanding
	as of December 31, 2001 and 2000, respectively                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                            |           | 873          |           |  |           | 873       |          
|Additional paid-in capital                                                                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | 1,697,570 |              |           |  | 1,695,994 |          
|Accumulated other comprehensive (loss) income                                                                 |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | (1,965    | )            |           |  | 555       |          
|Accumulated distribution in excess of net income                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            | (203,263  | )            |           |  | (141,835  | )        
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | Total stockholders equity                 |           |              | 1,493,238 |  |           |           | 1,555,610 | 
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | Total liabilities and stockholders equity |           | $            | 2,622,866 |  |           | $         | 2,894,431 | 
|                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                            |           |              |           |  |           |          

The accompanying notes are an integral part of
the consolidated financial statements.

F-3



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME AND
COMPREHENSIVE INCOME

For the Years Ended December 31, 2001,
2000 and 1999


(In thousands, except per share
amounts)


|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |         |         | 
|----------------------------------------------- | ------------------------------------------------------------------------------------------------------------ | -------------------------- | ------- | ------------ | ------- | ------------ | ------- | ------- | ------- | - | ------- | ------- | ------- | 
|                                                |                                                                                                              | December 31,               |         | December 31, |         | December 31,
|                                                |                                                                                                              | 2001                       |         | 2000         |         | 1999        
|                                                |                                                                                                              |                            |         |              |         |             
|Rental revenues:                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|                                                | Rental income                                                                                                |                            | $       | 270,244      |         |              | $       | 272,108 |         |   | $       | 276,407 |        
|                                                | Percentage rents                                                                                             |                            |         | 7,139        |         |              |         | 7,431   |         |   |         | 5,850   |        
|                                                | Expense reimbursements                                                                                       |                            |         | 61,026       |         |              |         | 55,436  |         |   |         | 54,747  |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|                                                |                                                                                                              | Total rental revenues      |         |              | 338,409 |              |         |         | 334,975 |   |         |         | 337,004 | 
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Expenses:                                       |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|                                                | Operating costs                                                                                              |                            |         | 56,698       |         |              |         | 54,062  |         |   |         | 53,965  |        
|                                                | Real estate and other taxes                                                                                  |                            |         | 35,424       |         |              |         | 36,109  |         |   |         | 32,788  |        
|                                                | Interest                                                                                                     |                            |         | 78,779       |         |              |         | 88,352  |         |   |         | 77,802  |        
|                                                | Depreciation and amortization                                                                                |                            |         | 57,615       |         |              |         | 55,364  |         |   |         | 54,199  |        
|                                                | Provision for doubtful accounts                                                                              |                            |         | 6,453        |         |              |         | 4,372   |         |   |         | 5,268   |        
|                                                | Severance costs                                                                                              |                            |         | 896          |         |              |         | 4,945   |         |   |         | 8,497   |        
|                                                | General and administrative                                                                                   |                            |         | 10,318       |         |              |         | 7,509   |         |   |         | 6,665   |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|                                                |                                                                                                              | Total expenses             |         |              | 246,183 |              |         |         | 250,713 |   |         |         | 239,184 | 
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|                                                | Income before real estate sales, impairment of
	real estate, minority interest and other income and expenses |                            |         | 92,226       |         |              |         | 84,262  |         |   |         | 97,820  |        
|Other income and expenses:                      |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|                                                | Interest, dividend, and other income                                                                         |                            |         | 13,990       |         |              |         | 30,427  |         |   |         | 26,041  |        
|                                                | Equity participation in ERT                                                                                  |                            |         | (4,313       | )       |              |         | (17,867 | )       |   |         | (3,169  | )      
|                                                | Equity in income of unconsolidated ventures                                                                  |                            |         | 985          |         |              |         |        |         |   |         |        |        
|                                                | Foreign currency (loss) gain                                                                                 |                            |         | (560         | )       |              |         | (437    | )       |   |         | 674     |        
|                                                | Gain on sale of real estate                                                                                  |                            |         | 1,610        |         |              |         | 9,200   |         |   |         | 7,956   |        
|                                                | Impairment of real estate                                                                                    |                            |         | (13,107      | )       |              |         | (3,620  | )       |   |         |        |        
|                                                | Minority interest in income of consolidated
	partnership                                                     |                            |         | (848         | )       |              |         | (952    | )       |   |         | (1,299  | )      
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Income from continuing operations               |                                                                                                              |                            | 89,983  |              |         |              | 101,013 |         |         |   | 128,023 |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Discontinued operations:                        |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|                                                | Income from discontinued operations of garden
	apartments                                                    |                            |         | 13,679       |         |              |         | 21,310  |         |   |         | 21,490  |        
|                                                | Gain on sale of discontinued operations                                                                      |                            |         | 1,500        |         |              |         |        |         |   |         |        |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Net income before extraordinary item            |                                                                                                              |                            | 105,162 |              |         |              | 122,323 |         |         |   | 149,513 |        
|                                                | Extraordinary item                                                                                           |                            |         |             |         |              |         | 758     |         |   |         |        |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Net income                                      |                                                                                                              |                            | 105,162 |              |         |              | 123,081 |         |         |   | 149,513 |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Other comprehensive income:                     |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|                                                | Unrealized gain (loss) on marketable
	securities                                                             |                            |         | 358          |         |              |         | 341     |         |   |         | (512    | )      
|                                                | Cumulative effect of change in accounting
	principle (SFAS 133) on other comprehensive income                |                            |         | (2,124       | )       |              |         |        |         |   |         |        |        
|                                                | Unrealized derivative loss on interest rate swap                                                             |                            |         | (754         | )       |              |         |        |         |   |         |        |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Comprehensive income                            |                                                                                                              | $                          | 102,642 |              |         | $            | 123,422 |         |         | $ | 149,001 |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Net income available to common stock 
	basic   |                                                                                                              | $                          | 82,523  |              |         | $            | 100,446 |         |         | $ | 126,736 |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Net income available to common stock 
	diluted |                                                                                                              | $                          | 83,371  |              |         | $            | 101,398 |         |         | $ | 128,035 |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Basic earnings per common share:                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|                                                | Income from continuing operations                                                                            |                            | $       | 0.77         |         |              | $       | 0.90    |         |   | $       | 1.19    |        
|                                                | Discontinued operations                                                                                      |                            |         | 0.16         |         |              |         | 0.24    |         |   |         | 0.24    |        
|                                                | Gain on sale of discontinued operations                                                                      |                            |         | 0.02         |         |              |         |        |         |   |         |        |        
|                                                | Extraordinary item                                                                                           |                            |         |             |         |              |         | 0.01    |         |   |         |        |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|                                                |                                                                                                              | Basic earnings per share   |         | $            | 0.95    |              |         | $       | 1.15    |   |         | $       | 1.43    | 
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Diluted earnings per common share:              |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|                                                | Income from continuing operations                                                                            |                            | $       | 0.77         |         |              | $       | 0.89    |         |   | $       | 1.18    |        
|                                                | Discontinued operations                                                                                      |                            |         | 0.15         |         |              |         | 0.24    |         |   |         | 0.24    |        
|                                                | Gain on sale of discontinued operations                                                                      |                            |         | 0.02         |         |              |         |        |         |   |         |        |        
|                                                | Extraordinary item                                                                                           |                            |         |             |         |              |         | 0.01    |         |   |         |        |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|                                                |                                                                                                              | Diluted earnings per share |         | $            | 0.94    |              |         | $       | 1.14    |   |         | $       | 1.42    | 
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Average shares outstanding  basic              |                                                                                                              |                            | 87,241  |              |         |              | 87,608  |         |         |   | 88,662  |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        
|Average shares outstanding  diluted            |                                                                                                              |                            | 88,799  |              |         |              | 88,951  |         |         |   | 90,440  |        
|                                                |                                                                                                              |                            |         |              |         |              |         |         |         |   |         |        

The accompanying notes are an integral part of
the consolidated financial statements.

F-4



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN
STOCKHOLDERS EQUITY

For the Years Ended December 31, 2001,
2000 and 1999


(In thousands)


|                                                                |  |                 |       |              |  |            |    |               |  |               |        |               |  |            |     |        |  |   |           |   |  |   |        |   |  |   |          |   |  |   |           |  
|--------------------------------------------------------------- |  | --------------- | ----- | ------------ |  | ---------- | -- | ------------- |  | ------------- | ------ | ------------- |  | ---------- | --- | ------ |  | - | --------- | - |  | - | ------ | - |  | - | -------- | - |  | - | --------- | -
|                                                                |  |                 |       |              |  |            |    |               |  |               |        |               |  |           
|                                                                |  |                 |       |              |  | Shares of  |    |               |  |               |        |               |  |           
|                                                                |  |                 |       |              |  | Beneficial |    |               |  |               |        |               |  |           
|                                                                |  |                 |       | Interest/    |  |            |    | Accumulated   |  | Accumulated   |        |              
|                                                                |  | Preferred Stock |       | Common Stock |  | Additional |    | Other         |  | Distributions |        | Total        
|                                                                |  |                 |       |              |  | Paid-in    |    | Comprehensive |  | in Excess of  |        | Stockholders
|                                                                |  | Number          |       | Amount       |  | Number     |    | Amount        |  | Capital       |        | Income        |  | Net Income |     | Equity
|                                                                |  |                 |       |              |  |            |    |               |  |               |        |               |  |            |     |       
|Balance at December 31, 1998                                    |  |                 | 2,905 |              |  | $          | 29 |               |  |               | 88,384 |               |  | $          | 884 |        |  | $ | 1,735,207 |   |  | $ | 726    |   |  | $ | (74,604  | ) |  | $ | 1,662,242 |  
|Net income                                                      |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   |          |   |  |   |       |   |  |   | 149,513  |   |  |   | 149,513   |  
|Dividends                                                       |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   |          |   |  |   |       |   |  |   | (172,688 | ) |  |   | (172,688  | )
|Dividend reinvestment                                           |  |                 |      |              |  |            |   |               |  |               | 907    |               |  |            | 9   |        |  |   | 17,155    |   |  |   |       |   |  |   |         |   |  |   | 17,164    |  
|Exercise of stock options                                       |  |                 |      |              |  |            |   |               |  |               | 66     |               |  |            | 1   |        |  |   | 1,334     |   |  |   |       |   |  |   |         |   |  |   | 1,335     |  
|Shares repurchased and retired                                  |  |                 |      |              |  |            |   |               |  |               | (2,457 | )             |  |            | (25 | )      |  |   | (45,510   | ) |  |   |       |   |  |   |         |   |  |   | (45,535   | )
|Conversion of preferred shares                                  |  |                 | (618  | )            |  |            | (6 | )             |  |               | 655    |               |  |            | 6   |        |  |   |          |   |  |   |       |   |  |   |         |   |  |   |          |  
|Unrealized holding loss on marketable securities                |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   |          |   |  |   | (512   | ) |  |   |         |   |  |   | (512      | )
|                                                                |  |                 |       |              |  |            |    |               |  |               |        |               |  |            |     |        |  |   |           |   |  |   |        |   |  |   |          |   |  |   |           |  
|Balance at December 31, 1999                                    |  |                 | 2,287 |              |  |            | 23 |               |  |               | 87,555 |               |  |            | 875 |        |  |   | 1,708,186 |   |  |   | 214    |   |  |   | (97,779  | ) |  |   | 1,611,519 |  
|Net income                                                      |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   |          |   |  |   |       |   |  |   | 123,081  |   |  |   | 123,081   |  
|Dividends                                                       |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   |          |   |  |   |       |   |  |   | (167,137 | ) |  |   | (167,137  | )
|Exercise of stock options                                       |  |                 |      |              |  |            |   |               |  |               | 515    |               |  |            | 5   |        |  |   | 6,595     |   |  |   |       |   |  |   |         |   |  |   | 6,600     |  
|Shares repurchased and retired                                  |  |                 |      |              |  |            |   |               |  |               | (750   | )             |  |            | (7  | )      |  |   | (10,784   | ) |  |   |       |   |  |   |         |   |  |   | (10,791   | )
|Employee loans                                                  |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   | (8,003    | ) |  |   |       |   |  |   |         |   |  |   | (8,003    | )
|Unrealized holding gain on marketable securities                |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   |          |   |  |   | 341    |   |  |   |         |   |  |   | 341       |  
|                                                                |  |                 |       |              |  |            |    |               |  |               |        |               |  |            |     |        |  |   |           |   |  |   |        |   |  |   |          |   |  |   |           |  
|Balance at December 31, 2000                                    |  |                 | 2,287 |              |  |            | 23 |               |  |               | 87,320 |               |  |            | 873 |        |  |   | 1,695,994 |   |  |   | 555    |   |  |   | (141,835 | ) |  |   | 1,555,610 |  
|Net income                                                      |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   |          |   |  |   |       |   |  |   | 105,162  |   |  |   | 105,162   |  
|Dividends                                                       |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   |          |   |  |   |       |   |  |   | (166,590 | ) |  |   | (166,590  | )
|Exercise of stock options                                       |  |                 |      |              |  |            |   |               |  |               | 135    |               |  |            | 1   |        |  |   | 2,033     |   |  |   |       |   |  |   |         |   |  |   | 2,034     |  
|Shares repurchased and retired                                  |  |                 |      |              |  |            |   |               |  |               | (119   | )             |  |            | (1  | )      |  |   | (1,598    | ) |  |   |       |   |  |   |         |   |  |   | (1,599    | )
|Employee loans                                                  |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   | 860       |   |  |   |       |   |  |   |         |   |  |   | 860       |  
|Redemption of limited partner units for shares of
	common stock |  |                 |      |              |  |            |   |               |  |               | 16     |               |  |            |    |        |  |   | 281       |   |  |   |       |   |  |   |         |   |  |   | 281       |  
|Unrealized holding gain on marketable securities                |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   |          |   |  |   | 358    |   |  |   |         |   |  |   | 358       |  
|Unrealized derivative gain (loss) on interest
	rate swap        |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   |          |   |  |   | (754   | ) |  |   |         |   |  |   | (754      | )
|Cumulative effect of change in accounting
	principle            |  |                 |      |              |  |            |   |               |  |               |       |               |  |            |    |        |  |   |          |   |  |   | (2,124 | ) |  |   |         |   |  |   | (2,124    | )
|                                                                |  |                 |       |              |  |            |    |               |  |               |        |               |  |            |     |        |  |   |           |   |  |   |        |   |  |   |          |   |  |   |           |  
|Balance at December 21, 2001                                    |  |                 | 2,287 |              |  | $          | 23 |               |  |               | 87,352 |               |  | $          | 873 |        |  | $ | 1,697,570 |   |  | $ | (1,965 | ) |  | $ | (203,263 | ) |  | $ | 1,493,238 |  
|                                                                |  |                 |       |              |  |            |    |               |  |               |        |               |  |            |     |        |  |   |           |   |  |   |        |   |  |   |          |   |  |   |           |  

The accompanying notes are an integral part of
the consolidated financial statements

F-5



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES



CONSOLIDATED STATEMENTS OF CASH
FLOWS


For the Years Ended December 31, 2001,
2000 and 1999


(In thousands)


|                                               |                                                                          |                                                                                       |                                                       |              |         |              |        |          |         |          |        |          |         |         |  
|---------------------------------------------- | ------------------------------------------------------------------------ | ------------------------------------------------------------------------------------- | ----------------------------------------------------- | ------------ | ------- | ------------ | ------ | -------- | ------- | -------- | ------ | -------- | ------- | ------- | -
|                                               |                                                                          | Year Ended                                                                            |                                                       | Year Ended   |         | Year Ended  
|                                               |                                                                          | December 31,                                                                          |                                                       | December 31, |         | December 31,
|                                               |                                                                          | 2001                                                                                  |                                                       | 2000         |         | 1999        
|                                               |                                                                          |                                                                                       |                                                       |              |         |             
|Cash flows from operating activities:          |                                                                          |                                                                                       |                                                       |              |         |              |        |          |         |          |        |         
|                                               | Net income                                                               |                                                                                       | $                                                     | 105,162      |         |              | $      | 123,081  |         |          | $      | 149,513  |        
|                                               | Adjustments to reconcile net income to net cash
	provided by operations: |                                                                                       |                                                       |              |         |              |        |          |         |          |        |          |        
|                                               |                                                                          | Depreciation and amortization                                                         |                                                       |              | 66,283  |              |        |          | 64,499  |          |        |          | 62,912  |        
|                                               |                                                                          | Amortization of net premium/discount on mortgages
	and notes payable                  |                                                       |              | (1,303  | )            |        |          | (1,153  | )        |        |          | (3,547  | )      
|                                               |                                                                          | Amortization of deferred debt and loan
	acquisition costs                             |                                                       |              | 1,730   |              |        |          | 1,035   |          |        |          |        |        
|                                               |                                                                          | Foreign currency loss (gain)                                                          |                                                       |              | 560     |              |        |          | 437     |          |        |          | (674    | )      
|                                               |                                                                          | (Gain)/loss on sale of real estate and
	securities, net                               |                                                       |              | (1,610  | )            |        |          | (9,200  | )        |        |          | (7,956  | )      
|                                               |                                                                          | Gain on sale of discontinued operations                                               |                                                       |              | (1,500  | )            |        |          |        |          |        |          |        |        
|                                               |                                                                          | Minority interest in income of partnership                                            |                                                       |              | 848     |              |        |          | 952     |          |        |          | 1,299   |        
|                                               |                                                                          | Extraordinary item                                                                    |                                                       |              |        |              |        |          | (758    | )        |        |          |        |        
|                                               |                                                                          | Impairment of real estate assets                                                      |                                                       |              | 13,107  |              |        |          | 3,620   |          |        |          |        |        
|                                               |                                                                          | Equity in (income)/loss of unconsolidated ventures                                    |                                                       |              | (985    | )            |        |          | 17,867  |          |        |          | 3,169   |        
|                                               |                                                                          | Write-off of investment in Eversave                                                   |                                                       |              | 249     |              |        |          |        |          |        |          |        |        
|                                               |                                                                          | Change in investment in and accrued interest on
	loans to ERT Development Corporation |                                                       |              | 2,337   |              |        |          | (11,185 | )        |        |          | (10,977 | )      
|                                               | Changes in operating assets and liabilities, net:                        |                                                                                       |                                                       |              |         |              |        |          |         |          |        |          |        
|                                               |                                                                          | Change in trade and notes receivable                                                  |                                                       |              | 2,419   |              |        |          | (12,223 | )        |        |          | (6,803  | )      
|                                               |                                                                          | Change in other receivables                                                           |                                                       |              | 2,093   |              |        |          | (3,531  | )        |        |          | (7,739  | )      
|                                               |                                                                          | Change in other liabilities                                                           |                                                       |              | 8,001   |              |        |          | 4,646   |          |        |          | (1,950  | )      
|                                               |                                                                          | Change in sundry assets and liabilities                                               |                                                       |              | (10,657 | )            |        |          | 1,245   |          |        |          | (11,392 | )      
|                                               |                                                                          |                                                                                       |                                                       |              |         |              |        |          |         |          |        |         
|                                               |                                                                          |                                                                                       | Net cash provided by operating activities             |              |         | 186,734      |        |          |         | 179,332  |        |          |         | 165,855 |  
|                                               |                                                                          |                                                                                       |                                                       |              |         |              |        |          |         |          |        |         
|Cash flows from investing activities:          |                                                                          |                                                                                       |                                                       |              |         |              |        |          |         |          |        |         
|                                               | Real estate acquisitions and building improvements                       |                                                                                       |                                                       | (112,821     | )       |              |        | (33,742  | )       |          |        | (55,719  | )      
|                                               | Proceeds from real estate sales, net                                     |                                                                                       |                                                       | 413,195      |         |              |        | 52,253   |         |          |        | 28,350   |        
|                                               | Leasing commissions paid                                                 |                                                                                       |                                                       | (1,811       | )       |              |        |         |         |          |        |         |        
|                                               | Advances for mortgage notes receivable, net                              |                                                                                       |                                                       | (2,323       | )       |              |        | (4,609   | )       |          |        | (14,373  | )      
|                                               | Loans to ERT Development Corporation                                     |                                                                                       |                                                       | 12,335       |         |              |        | (39,324  | )       |          |        | (28,845  | )      
|                                               | Purchase of ERT Development Corporation common
	stock                    |                                                                                       |                                                       | (435         | )       |              |        |         |         |          |        |         |        
|                                               | Cash acquired from purchase of ERT Development
	Corporation              |                                                                                       |                                                       | 543          |         |              |        |         |         |          |        |         |        
|                                               | Repayments from ERT Development Corporation                              |                                                                                       |                                                       |             |         |              |        | 13,034   |         |          |        |         |        
|                                               | Repayments of mortgage notes receivable                                  |                                                                                       |                                                       | 5,452        |         |              |        | 2,616    |         |          |        | 5,713    |        
|                                               | Sales of marketable securities                                           |                                                                                       |                                                       |             |         |              |        |         |         |          |        | 84       |        
|                                               | Purchases of marketable securities                                       |                                                                                       |                                                       |             |         |              |        |         |         |          |        | (2       | )      
|                                               | Purchase of minority interest                                            |                                                                                       |                                                       |             |         |              |        |         |         |          |        | (22,415  | )      
|                                               |                                                                          |                                                                                       |                                                       |              |         |              |        |          |         |          |        |         
|                                               |                                                                          |                                                                                       | Net cash provided by (used in) investing
	activities  |              |         | 314,135      |        |          |         | (9,772   | )      |          |         | (87,207 | )
|                                               |                                                                          |                                                                                       |                                                       |              |         |              |        |          |         |          |        |         
|Cash flows from financing activities:          |                                                                          |                                                                                       |                                                       |              |         |              |        |          |         |          |        |         
|                                               | Proceeds from issuing notes                                              |                                                                                       |                                                       |             |         |              |        |         |         |          |        | 224,000  |        
|                                               | Principal payments of mortgages and notes payable                        |                                                                                       |                                                       | (169,657     | )       |              |        | (108,877 | )       |          |        | (98,850  | )      
|                                               | Dividends paid                                                           |                                                                                       |                                                       | (166,594     | )       |              |        | (167,043 | )       |          |        | (166,443 | )      
|                                               | Reserves established for mortgages payable                               |                                                                                       |                                                       | (7,669       | )       |              |        |         |         |          |        |         |        
|                                               | Financing fees paid                                                      |                                                                                       |                                                       | (1,353       | )       |              |        |         |         |          |        |         |        
|                                               | Proceeds from mortgages payable                                          |                                                                                       |                                                       |             |         |              |        | 48,000   |         |          |        |         |        
|                                               | Minority interest distributions paid                                     |                                                                                       |                                                       | (2,149       | )       |              |        | (2,143   | )       |          |        | (3,249   | )      
|                                               | Proceeds from dividend reinvestment plan                                 |                                                                                       |                                                       |             |         |              |        |         |         |          |        | 17,164   |        
|                                               | Repayment of credit facility, net                                        |                                                                                       |                                                       | (148,750     | )       |              |        | 55,030   |         |          |        | (11,780  | )      
|                                               | Proceeds from exercise of stock options                                  |                                                                                       |                                                       | 2,033        |         |              |        | 6,600    |         |          |        | 1,335    |        
|                                               | Payments for the repurchase of common stock                              |                                                                                       |                                                       | (1,598       | )       |              |        | (10,791  | )       |          |        | (43,942  | )      
|                                               | Repayment of loans receivable for the purchase of
	common stock          |                                                                                       |                                                       | 861          |         |              |        |         |         |          |        |         |        
|                                               |                                                                          |                                                                                       |                                                       |              |         |              |        |          |         |          |        |         
|                                               |                                                                          |                                                                                       | Net cash used in financing activities                 |              |         | (494,876     | )      |          |         | (179,224 | )      |          |         | (81,765 | )
|                                               |                                                                          |                                                                                       |                                                       |              |         |              |        |          |         |          |        |         
|                                               |                                                                          |                                                                                       | Net increase (decrease) in cash and cash
	equivalents |              |         | 5,993        |        |          |         | (9,664   | )      |          |         | (3,117  | )
|Cash and cash equivalents at beginning of year |                                                                          |                                                                                       | 1,170                                                 |              |         |              | 10,834 |          |         |          | 13,951 |         
|                                               |                                                                          |                                                                                       |                                                       |              |         |              |        |          |         |          |        |         
|Cash and cash equivalents at end of year       |                                                                          | $                                                                                     | 7,163                                                 |              |         | $            | 1,170  |          |         | $        | 10,834 |         
|                                               |                                                                          |                                                                                       |                                                       |              |         |              |        |          |         |          |        |         

The accompanying notes are an integral part of
the consolidated financial statements.

F-6



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS

1. Description of Business

New Plan Excel Realty Trust, Inc. and
subsidiaries (the Company) is operated as a
self-administered, self-managed real estate investment trust
(REIT). As a result of the discontinued operations
resulting from the sale of the Companys garden apartment
communities during 2001, the principal business of the Company
is the ownership and operation of retail properties throughout
the United States.

2. Summary of Significant Accounting
Policies

Principles of
Consolidation

The accompanying consolidated financial
statements include the accounts of the Company, its wholly owned
subsidiaries and Excel Realty Partners, L.P. (ERP),
a Delaware limited partnership (Note 17). All significant
intercompany transactions and balances have been eliminated.
Until June 30, 2001, the Company used the equity method to
account for its investment in ERT Development Corporation
(ERT), a Delaware corporation (Note 9). Subsequent
to that date ERT has been accounted for as a fully consolidated
entity. As a result of the consolidation of ERT on July 1,
2001, the Company now has direct equity investments in Vail
Ranch II and The Centre at Preston Ridge joint venture projects.

Net Earnings per
Share of Common Stock

In accordance with Statement of Financial
Accounting Standards (SFAS) No. 128,
Earnings per Share, the Company presents both basic and
diluted earnings per share. Net earnings per common share
(basic EPS) is computed by dividing net income
available to common stockholders by the weighted average number
of common shares outstanding for the period. Net earnings per
common share assuming dilution (diluted EPS) is
computed giving effect to all dilutive potential common shares
that were outstanding during the period. Dilutive potential
common shares consist of the incremental common shares issuable
upon the conversion of convertible preferred stock (using the
if converted method), exercise of stock options and
upon conversion of ERP limited partnership interests for all
periods.

Cash
Equivalents

Cash equivalents consist of short-term, highly
liquid debt instruments with maturities of three months or less
at acquisition. Items classified as cash equivalents include
insured bank certificates of deposit and commercial paper. At
times, cash balances at a limited number of banks may exceed
insurable amounts. The Company believes it mitigates its risk by
investing in or through major financial institutions.

Accounts
Receivable

Accounts receivable is stated net of the
allowance for doubtful accounts of $15.6 million and
$12.8 million as of December 31, 2001 and 2000,
respectively.

Real
Estate

Land, buildings and building and tenant
improvements are recorded at cost and stated at cost less
accumulated depreciation. Major replacements and betterments,
which improve or extend the life of the asset, are capitalized
and depreciated over their estimated useful lives; ordinary
repairs and maintenance are expensed as incurred.

F-7



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

Properties are depreciated using the
straight-line method over the estimated useful lives of the
assets. The estimated useful lives are as follows:

|                      |  |                                                             
|--------------------- |  | ------------------------------------------------------------
|Buildings             |  | 35 to 40 years                                              
|Building improvements |  | 5 to 40 years                                               
|Tenant improvements   |  | The shorter of the term of the related lease or
	useful life

Long-Lived
Assets

On a periodic basis, management assesses whether
there are any indicators that the value of its real estate
properties may be impaired. A propertys value is impaired
only if managements estimate of the aggregate future cash
flows (undiscounted and without interest charges) to be
generated by the property are less than the carrying value of
the property. Such cash flows consider factors such as expected
future operating income, trends and prospects, as well as the
effects of demand, competition and other economic factors. To
the extent impairment has occurred, the loss will be measured as
the excess of the carrying amount of the property over the fair
value of the property.

When assets are identified by management as held
for sale, the Company discontinues depreciating the assets and
estimates the sales price, net of selling costs, of such assets.
If, in managements opinion, the net sales price of the
assets which have been identified for sale is less than the net
book value of the assets, a valuation allowance is established.
For investments accounted for under the equity method, a loss is
recognized if the loss in value of the investment is other than
temporary.

Employee
Loans

The Company has made loans to officers, directors
and employees primarily for the purpose of purchasing common
shares of the Company. These loans are demand and term notes
bearing interest at rates ranging from 5% to 10%. Interest is
payable quarterly. Loans made for the purchase of common shares
are reported as a deduction from stockholders equity. At
December 31, 2001 and 2000, the Company had aggregate loans
to employees of approximately $7.1 million and
$8.0 million, respectively.

Investments in
Unconsolidated Ventures

As a result of the consolidation of ERT on
July 1, 2001, the Company now has direct equity investments
in Vail Ranch II and The Centre at Preston Ridge joint venture
projects. The Company accounts for these investments in
unconsolidated ventures under the equity method of accounting,
as the Company exercises significant influence over, but does
not control, these entities. These investments are initially
recorded at cost, as Investments in Unconsolidated Ventures, and
subsequently adjusted for equity in earnings and cash
contributions and distributions.

Deferred Leasing
and Loan Acquisition Costs

Costs incurred in obtaining tenant leases are
amortized on the straight-line method over the terms of the
related leases and included in depreciation and amortization.
Unamortized deferred leasing costs are charged to amortization
expense upon early termination of the lease. Costs incurred in
obtaining long-term financing are amortized on a straight-line
basis and charged to interest expense over the terms of the
related debt agreements, which approximates the effective
interest method.

F-8



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

Revenue
Recognition

Rental revenue is recognized on the straight-line
basis, which averages minimum rents over the terms of the
leases. Certain of the leases provide for percentage rents based
upon the level of sales achieved by the lessee. These percentage
rents are recorded once the required sales level is achieved.
The leases also typically provide for tenant reimbursement of
common area maintenance and other operating expenses. Rental
income also includes lease termination fees.

Income
Taxes

The Company has elected to be treated as a REIT
under Sections 856 through 860 of the Internal Revenue Code
of 1986, as amended (the Code). In order to maintain
its qualification as a REIT, among other things, as of
December 31, 2001, the Company was required to distribute
at least 90% of its REIT taxable income to its stockholders and
meet certain tests regarding the nature of its income and
assets. As a REIT, the Company is not subject to federal income
tax with respect to that portion of its income which meets
certain criteria and is distributed annually to the
stockholders. Accordingly, no provision for federal income taxes
is included in the accompanying consolidated financial
statements. The Company plans to continue to operate so that it
meets the requirements for taxation as a REIT. Many of these
requirements, however, are highly technical and complex. If the
Company were to fail to meet these requirements, the Company
would be subject to Federal income tax. The Company is subject
to certain state and local taxes. Provision for such taxes has
been included in real estate and other taxes in the
Companys consolidated statement of income.

Effective January 1, 2001, the Company may
elect to treat one or more of its existing or newly created
corporate subsidiaries as a taxable REIT subsidiary
(TRS). In general, a TRS of the Company may perform
additional services for tenants of the Company and generally may
engage in any real estate or non-real estate related business
(except for the operation or management of health care
facilities or lodging facilities or the provision to any person,
under a franchise, license or otherwise, of rights to any brand
name under which any lodging facility or health care facility is
operated). A TRS is subject to corporate federal income tax. The
Company has elected to treat certain of its existing and newly
created corporate subsidiaries as TRSs.

Segment
Information

As a result of the discontinued operations, the
principal business of the Company and its consolidated
subsidiaries is the ownership, development and operation of
retail shopping centers. The Company does not distinguish or
group its operations on a geographical basis for purposes of
measuring performance. Accordingly, the Company believes it has
a single reportable segment for disclosure purposes in
accordance with generally accepted accounting principles.
Further, all operations are within the United States and no
tenant comprises more than 10% of revenues.

Use of
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 at the
date of the financial statements and the reported amounts of
revenues and expenses during the period. Actual results could
differ from those estimates. The most significant assumptions
and estimates relate to impairments of real estate, recovery of
mortgage notes and trade accounts receivable and depreciable
lives.

Reclassifications

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

F-9



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

Recently Issued
Accounting Standards

In June 2001, FASB issued Statement 141,
Business Combination(FAS 141). This Statement addresses
financial accounting and reporting for business combinations and
supersedes APB Opinion No. 16, Business Combinations,and FASB Statement No. 38, Accounting for
Preacquisition Contingencies of Purchased Enterprises. All
business combinations in the scope of this Statement are to be
accounted for using one method, the purchase method. This
statement is effective June 30, 2001 and did not have a
material impact on the financial statements.

In June 2001, FASB issued Statement 142,
Goodwill and Other Intangible Assets(FAS 142). This
Statement addresses financial accounting and reporting for
acquired goodwill and other intangible assets and supersedes APB
Opinion No. 17, Intangible Assets.It addresses how
intangible assets that are acquired individually or with a group
of other assets (but not those acquired in a business
combination) should be accounted for in financial statements
upon their acquisition. This Statement also addresses how
goodwill and other intangible assets should be accounted for
after they have been initially recognized in the financial
statements. This statement is effective for fiscal years
beginning after December 15, 2001. The Company does not
expect the impact of the adoption of this statement to be
material.

In October 2001, FASB issued Statement 144,
Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to Be Disposed Of(FAS 144). This
statement addresses financial accounting and reporting for the
impairment of long-lived assets and for long-lived assets to be
disposed of. This Statement supersedes FASB Statement
No. 121, Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to Be Disposed Of.However,
this Statement retains the fundamental provisions of Statement
121 for (a) recognition and measurement of the impairment of
long-lived assets to be held and used and (b) measurement
of long-lived assets to be disposed of by sale. This Statement
also supersedes the accounting and reporting provisions of APB
Opinion No. 30, Reporting the Results of
Operations  Reporting the Effects of Disposal of a
Segment of a Business, and Extraordinary, Unusual and
Infrequently Occurring Events and Transactions,for segments
of a business to be disposed of. However, this Statement retains
the requirement of Opinion 30 to report discontinued operations
separately from continuing operations, extends that reporting to
a component of an entity that either has been disposed of (by
sale, by abandonment, or in a distribution to owners) or is
classified as held for sale and requires restatement of
comparative prior periods. This Statement also amends ARB
No. 51, Consolidated Financial Statements,to
eliminate the exception to consolidation for a temporarily
controlled subsidiary. This statement is effective for fiscal
years beginning after December 15, 2001. The Company does
not expect the impact of the adoption of this statement to be
material.

3. Discontinued Operations

On September 21, 2001, pursuant to an
agreement dated May 11, 2001, the Company and a private
investor group comprised of Houlihan-Parnes Realtors, LLC and
C.L.K. Management Corp. (Houlihan/ C.L.K.)
consummated the sale by the Company of its garden apartment
community portfolio (excluding one apartment community which was
under contract to be sold separately to a third party) to
Houlihan/ C.L.K. The one remaining apartment community (The Club
Apartments) was sold to the Homewood City Board of Education of
Homewood, Alabama on September 28, 2001.

As consideration for the entire portfolio, the
Company received gross proceeds of approximately
$380 million. In connection with the garden apartment
community portfolio transaction, the Company extended a letter
of credit in the amount of approximately $31 million, which
has a term of three years (subject to the right of Houlihan/
C.L.K. to terminate or reduce the amount thereof after
18 months or, alternatively, to extend the term for one
additional year), and for which the Company will receive a nine
percent fee while the letter of credit remains outstanding. The
Company also received a one percent commitment fee. At
December 31, 2001, there were no amounts drawn under the
letter of credit.

F-10



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##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

After costs associated with the disposition of
the garden apartment community portfolio, the gain on sale was
$18.5 million. Approximately $1.5 million of the gain has
been recognized currently, with the balance to be recognized as
a function of the reduction of the Companys exposure under
the letter of credit. The deferred gain of $17.0 million is
included in other liabilities in the consolidated balance sheet.
Accordingly, the assets and operating results of the garden
apartment communities have been reclassified and reported as
discontinued operations.

Included in the Consolidated Statement of Income
are the discontinued operations of garden apartment communities
which are summarized as follows (in thousands):

|                                                                         |                       |                   |        |                   |  |                   |        |        |  |   |        |        | 
|------------------------------------------------------------------------ | --------------------- | ----------------- | ------ | ----------------- |  | ----------------- | ------ | ------ |  | - | ------ | ------ | 
|                                                                         |                       | Year Ended        |        | Year Ended        |  | Year Ended       
|                                                                         |                       | December 31, 2001 |        | December 31, 2000 |  | December 31, 1999
|                                                                         |                       |                   |        |                   |  |                  
|Rental revenue                                                           |                       | $                 | 56,063 |                   |  | $                 | 76,288 |        |  | $ | 77,477 |       
|                                                                         |                       |                   |        |                   |  |                   |        |        |  |   |        |       
|Operating costs                                                          |                       |                   | 25,063 |                   |  |                   | 34,617 |        |  |   | 36,647 |       
|Real estate and other taxes                                              |                       |                   | 4,039  |                   |  |                   | 6,210  |        |  |   | 6,141  |       
|Interest expense                                                         |                       |                   | 4,899  |                   |  |                   | 4,563  |        |  |   | 3,610  |       
|Depreciation and amortization                                            |                       |                   | 7,947  |                   |  |                   | 9,135  |        |  |   | 8,713  |       
|Provision for doubtful accounts                                          |                       |                   | 436    |                   |  |                   | 453    |        |  |   | 876    |       
|                                                                         |                       |                   |        |                   |  |                   |        |        |  |   |        |       
|                                                                         | Total operating costs |                   |        | 42,384            |  |                   |        | 54,978 |  |   |        | 55,987 | 
|Income from discontinued operations of garden
	apartment Communities     |                       |                   | 13,679 |                   |  |                   | 21,310 |        |  |   | 21,490 |       
|                                                                         |                       |                   |        |                   |  |                   |        |        |  |   |        |       
|Gain on sales of discontinued operations                                 |                       |                   | 1,500  |                   |  |                   |       |        |  |   |       |       
|                                                                         |                       |                   |        |                   |  |                   |        |        |  |   |        |       
|Net income from discontinued operations of garden
	apartment Communities |                       | $                 | 15,179 |                   |  | $                 | 21,310 |        |  | $ | 21,490 |       
|                                                                         |                       |                   |        |                   |  |                   |        |        |  |   |        |       

The Company has allocated interest to its
discontinued operations in accordance with EITF 87-24. Such
interest includes (i) garden apartment portfolio mortgage
interest for all periods and (ii) interest on a
$50 million portion of the credit facilities subsequent to
October 1, 2000, when an interest rate swap was entered
into in contemplation of a possible sale of the portfolio.

Included in the December 31, 2000
Consolidated Balance Sheet are net assets of the discontinued
operations of garden apartment communities which include (in
thousands):

|                                                |  |                   |         |  
|----------------------------------------------- |  | ----------------- | ------- | -
|Assets                                          |  | December 31, 2000
|                                                |  |                  
|Land                                            |  | $                 | 68,638  |  
|Buildings and improvements                      |  |                   | 321,007 |  
|Less: accumulated depreciation and amortization |  |                   | (42,866 | )
|                                                |  |                   |         |  
|Assets in discontinued operations               |  | $                 | 346,779 |  
|                                                |  |                   |         |  

4. Acquisitions and
Dispositions

In fiscal 2001, the Company acquired two
properties, Arapahoe Crossings and the Stein Mart Center. The
Arapahoe Crossings shopping center was acquired from The Ellman
Companies for approximately $48 million in cash and the
satisfaction of $13.6 million of notes receivable and
accrued interest. Arapahoe Crossings is a 426,000 square foot
grocery-anchored community shopping center located in Aurora,
Colorado, southeast of Denver, which is in the final phase of
development. Tenants include King Soopers (a division of The
Kroger Co.), Kohls, Borders, Marshalls, OfficeMax and Old
Navy. The Stein Mart Center, a 112,400 square foot shopping
center located in Poway, California, was acquired from one of
the Companys former joint venture partners, in
consideration for $4.9 million of notes receivable and
interest due to ERT.

During 2001, the Company sold its garden
apartment portfolio for gross proceeds of approximately
$380 million. The gain from the apartment sales was
$18.5 million, of which approximately $1.5 million was

F-11



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##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

recognized and recorded in Gain on sale of
discontinued operations (Note 3) in the Companys
2001 Statement of Income. During 2001, the Company also sold 26
properties, seven land parcels and one outparcel for aggregate
gross proceeds of $49.8 million. The gain from these sales
was approximately $1.6 million and is included in
Gain on sale of real estate in the Companys
2001 Statement of Income.

In fiscal 2000, the Company acquired two
properties, Burdines at Clearwater Mall and Dover Park
Plaza. The 10.4 acre Burdines store site, located in
Clearwater, Florida, was acquired for approximately
$4.8 million. Dover Park Plaza, a 60,000 square foot
shopping center located in Yardville, New Jersey, was acquired
for approximately $3.3 million. At the time of purchase,
this property was anchored by Acme Markets and CVS and was 100%
leased.

During 2000, the Company sold 12 properties,
including seven shopping centers, four single tenant properties
and one commercial property, for aggregate gross proceeds of
approximately $57.5 million. The gain from the sales was
approximately $9.2 million and is included in Gain on
sale of real estate in the Companys 2000 Statement
of Income.

In fiscal 1999, the Company acquired five
properties, Westland Crossing, Lakeside Plaza, Rising Sun Towne
Center, Forest Hills II and Pavilions at East Lake. Westland
Crossing, a 147,000 square foot community shopping center
located in Westland, Michigan was acquired for approximately
$10.2 million. At the time of purchase, anchor tenants
included Office Depot, Michaels Stores and Franks Nursery
& Crafts. Lakeside Plaza, an 82,000 square foot shopping
center located in Salem, Virginia, was acquired for
approximately $6.4 million. At the time of purchase, this
property was 100% leased. Rising Sun Towne Center, a 63,000
square foot shopping center located in Rising Sun, Maryland, was
acquired for approximately $5.5 million. Forest Hills II, a
176 unit apartment complex located in Columbia, South Carolina,
was acquired for approximately $4.3 million and Pavilions
at East Lake, a 161,000 square foot shopping center located in
Marietta, Georgia, was acquired for approximately
$14.0 million.

During 1999, the Company sold seven properties,
including five shopping centers and two apartment properties,
for aggregate gross proceeds of approximately
$36.6 million. The gain from the sales was approximately
$8.0 million and is included in Gain on sale of real
estate in the Companys 1999 Statement of Income.

5. Accounting Change

Effective January 1, 2001, the Company
adopted SFAS 133/138 Accounting for Derivative Instruments
and Hedging Activities (SFAS 133). This
accounting standard requires the Company to measure derivatives,
including certain derivatives embedded in other contracts, at
fair value and to recognize them in the Consolidated Balance
Sheet as an asset or liability, depending on the Companys
rights or obligations under the applicable derivative contract.
For derivatives designated as fair value hedges, the changes in
the fair value of both the derivative instrument and the hedged
item are recorded in earnings. For derivatives designated as
cash flow hedges, the effective portions of changes in fair
value of the derivative are reported in other comprehensive
income (OCI) and are subsequently reclassified into
earnings when the hedged item affects earnings. Changes in fair
value of derivative instruments not designated as hedging
instruments and ineffective portions of hedges are recognized in
earnings in the current period.

The Company uses only qualifying hedges that are
designated specifically to reduce exposure to interest rate risk
by locking in the expected future cash payments on certain
liabilities. This is accomplished using an interest rate swap,
which has been designated as a cash flow hedge. At
December 31, 2001, the Companys derivative instrument
consisted of an interest rate swap agreement of
$75.0 million, which effectively fixes the annual interest
rate of the Companys variable rate debt under the
Companys credit facilities at a base rate of 6.67% plus
applicable spread. As a result of the third quarter sale of its
garden apartment communities (as

F-12



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##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

described in Note 3), the Companys
derivative instrument was reduced from its original
$125 million amount to $75 million.

In connection with its adoption of SFAS 133
as of January 1, 2001, the Company recorded a cumulative
transition adjustment of $2.1 million in OCI and a
corresponding amount of derivative instrument liability.

For the year ended December 31, 2001, the
critical terms of the interest rate swap and the variable rate
debt were the same, so no ineffectiveness was recorded in the
consolidated financial statements. All components of the
interest rate swap were included in the assessment of hedge
effectiveness. The change in fair market value of the interest
rate swap was $0.8 million and was recorded in OCI. As of
December 31, 2001, the Company expects to reclassify the
remaining losses accumulated in OCI to earnings during the next
twelve months.

6. Real Estate Held For Sale

As of December 31, 2001 the Company
identified eight single tenant properties and three retail
properties that were classified as Real estate held for
sale. These properties are located in eight states and
have an aggregate gross leasable area of approximately
486,000 square feet. Such properties had an aggregate book
value of $20.7 million, net of accumulated depreciation of
$2.1 million, and resulted in an impairment loss of $7.1
million recorded in the year ended December 31, 2001. These
properties contributed $3.3 million in revenue and
$2.4 million in net income for the year ended
December 31, 2001.

As of December 31, 2000, two single tenant
properties and two retail properties were classified as
Real estate held for sale. These properties were
located in four states and had an aggregate gross leasable area
of approximately 237,000 square feet. The estimated fair market
value of these properties was less than their book value,
resulting in an impairment loss of $3.6 million recorded in
the year ended December 31, 2000. These properties
contributed $1.3 million in revenue and $0.6 million
in net income for the year ended December 31, 2000.

As of December 31, 1999, the Company did not
have any properties classified as Real estate held for
sale.

The Company cannot provide assurance as to when,
or if, sales of the properties held for sale will occur.

7. Marketable Securities

The Company has classified all investments in
equity securities as available-for-sale. All investments are
recorded at current market value with an offsetting adjustment
to stockholders equity (in thousands):

|                         |  |              |       |              |  |   |       | 
|------------------------ |  | ------------ | ----- | ------------ |  | - | ----- | 
|                         |  | December 31, |       | December 31,
|                         |  | 2001         |       | 2000        
|                         |  |              |       |             
|Cost basis               |  | $            | 974   |              |  | $ | 976   | 
|Unrealized holding gains |  |              | 913   |              |  |   | 555   | 
|                         |  |              |       |              |  |   |       | 
|Fair value               |  | $            | 1,887 |              |  | $ | 1,531 | 
|                         |  |              |       |              |  |   |       | 

The weighted average method is used to determine
realized gain or loss on securities sold. The fair value of
marketable securities is based upon quoted market prices as of
December 31, 2001 and 2000.

F-13



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##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

8. Mortgages, Notes and Other
Receivables

The Company had the following mortgages and notes
receivable (in thousands):

|                                                                                                                                                                |       |              |        |              |  |   |        |        | 
|--------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----- | ------------ | ------ | ------------ |  | - | ------ | ------ | 
|                                                                                                                                                                |       | December 31, |        | December 31,
|                                                                                                                                                                |       | 2001         |        | 2000        
|                                                                                                                                                                |       |              |        |             
|Notes from development companies, monthly
	interest from 10% to 12% per annum. Maturity dates vary
	depending upon the completion or sale of certain properties |       | $            | 29,336 |              |  | $ | 34,344 |       
|Note from a development company, effective
	interest rate of 10%, payable in Canadian dollars. Due May 2003.                                                    |       |              | 7,763  |              |  |   | 9,477  |       
|Purchase money first mortgages, interest at 7.2%
	to 10%. Due 2002 to 2003.                                                                                     |       |              | 4,419  |              |  |   | 12,121 |       
|Leasehold mortgages, interest at 10% to 12%. Due
	2008 to 2010.                                                                                                 |       |              | 1,170  |              |  |   | 2,311  |       
|Other                                                                                                                                                           |       |              | 2,672  |              |  |   | 300    |       
|                                                                                                                                                                |       |              |        |              |  |   |        |       
|                                                                                                                                                                | Total |              | $      | 45,360       |  |   | $      | 58,553 | 
|                                                                                                                                                                |       |              |        |              |  |   |        |       

The Company has notes receivable in the total
amount of Canadian $12.4 million and Canadian
$14.2 million at December 31, 2001 and 2000,
respectively (US $7.8 million and
US $9.5 million at December 31, 2001 and 2000,
respectively) from a Canadian company which used the proceeds to
acquire a 50% joint venture interest in a mixed-use commercial
building known as Atrium on the Bay, and an adjacent
building in Toronto, Canada. The loan is collateralized by the
Canadian companys interest in the joint venture. During
2001, Canadian $1.8 million (US $1.3 million) was
repaid to the Company. Of this amount, US $0.1 million was
applied to accrued interest and US $1.2 million was applied
to the principal balance.

At December 31, 2001 and 2000,
$7.6 million and $9.8 million, respectively, of the
other receivables on the accompanying balance sheet represents
interest and dividends receivable, most of which represents
interest receivable related to notes from development companies.
The Company has assessed its ability to collect these
receivables and expects to realize interest and principal in
accordance with the book value of the notes.

9. ERT Development Corporation

In 1995, ERT was organized to finance, acquire,
develop, hold and sell real estate in the short-term for capital
gains and/or to receive fee income. Until July 1, 2001, the
Company owned 100% of the outstanding preferred shares of ERT
and an officer and director of the Company owned all the common
shares. The preferred shares are entitled to receive 95% of
dividends, if any, and bear 100% of the losses. Cash
requirements to facilitate ERTs transactions have
primarily been obtained through borrowings from the Company. As
of July 1, 2001, the Company purchased all of the common
shares of ERT, and ERT is now a wholly owned subsidiary of the
Company. In 2001, ERT elected to become a taxable REIT
subsidiary of the Company under the laws applicable to REITs.

Investment in and loans to ERT are comprised of
the following (in thousands):

|                                               |       |              |        |         | 
|---------------------------------------------- | ----- | ------------ | ------ | ------- | 
|                                               |       | December 31,
|                                               |       | 2000        
|                                               |       |             
|Investment                                     |       | ($           | 13,641 | )      
|Uncollateralized loans and accounts receivable |       |              | 69,393 |        
|Collateralized loans receivable                |       |              | 85,724 |        
|Accrued interest                               |       |              | 28,528 |        
|                                               |       |              |        |        
|                                               | Total |              | $      | 170,004 | 
|                                               |       |              |        |        

F-14



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##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

Interest and principal payments from ERT to the
Company are primarily received upon the completion of
development projects. Interest receivable from ERT was
$28.5 million at December 31, 2000. Interest income
recognized by the Company was $18.5 million in 2000. In
2001 and 2000, the equity in the losses of ERT recorded by the
Company was $4.3 million and $17.9 million,
respectively.

Summary unaudited financial information for ERT
is as follows (in thousands):

|                                                                                  |                                            |              |         |         | 
|--------------------------------------------------------------------------------- | ------------------------------------------ | ------------ | ------- | ------- | 
|                                                                                  |                                            | December 31,
|                                                                                  |                                            | 2000        
|                                                                                  |                                            |             
|Condensed Balance Sheets                                                          |                                            |              |         |        
|Mortgages, notes and interest receivable from
	developers, interest at 10% to 12% |                                            | $            | 61,339  |        
|Real estate and other assets, net of depreciation                                 |                                            |              | 202,153 |        
|                                                                                  |                                            |              |         |        
|                                                                                  | Total Assets                               |              | $       | 263,492 | 
|                                                                                  |                                            |              |         |        
|Notes and accounts payable to New Plan Excel
	Realty Trust, Inc.                  |                                            | $            | 155,118 |        
|Accrued interest payable to New Plan Excel Realty
	Trust, Inc.                    |                                            |              | 28,528  |        
|Mortgages, construction and land loans                                            |                                            |              | 83,650  |        
|Other liabilities                                                                 |                                            |              | 9,837   |        
|                                                                                  |                                            |              |         |        
|                                                                                  | Total liabilities                          |              |         | 277,133 | 
|Total stockholders equity                                                        |                                            |              | (13,641 | )      
|                                                                                  |                                            |              |         |        
|                                                                                  | Total liabilities and stockholders equity |              | $       | 263,492 | 
|                                                                                  |                                            |              |         |        

|                                                       |          |              |         |              |   |              |         |        |   |   |         |       |  
|------------------------------------------------------ | -------- | ------------ | ------- | ------------ | - | ------------ | ------- | ------ | - | - | ------- | ----- | -
|                                                       |          | Year Ended   |         | Year Ended   |   | Year Ended  
|                                                       |          | December 31, |         | December 31, |   | December 31,
|                                                       |          | 2001         |         | 2000         |   | 1999        
|                                                       |          |              |         |              |   |             
|Condensed Statements of Income                         |          |              |         |              |   |              |         |        |   |   |         |      
|Revenues                                               |          | $            | 12,873  |              |   | $            | 27,060  |        |   | $ | 20,107  |      
|Interest expense to New Plan Excel Realty Trust,
	Inc. |          |              | (4,818  | )            |   |              | (18,499 | )      |   |   | (14,842 | )    
|Other expenses                                         |          |              | (12,368 | )            |   |              | (26,428 | )      |   |   | (8,434  | )    
|                                                       |          |              |         |              |   |              |         |        |   |   |         |      
|                                                       | Net loss |              | ($      | 4,313        | ) |              | ($      | 17,867 | ) |   | ($      | 3,169 | )
|                                                       |          |              |         |              |   |              |         |        |   |   |         |      

The ERT condensed statement of income for the
year ended December 31, 2001 only reflects six months of
revenue and expense, as effective July 1, 2001, ERT has
been consolidated with the Company.

Pointe Orlando Development Company, which has
been consolidated with ERT since October 1, 1999, had a
term loan with a balance of $78.5 million at
December 31, 2000, of which $15.0 million was
guaranteed by the Company. This loan was paid in full as of
December 31, 2001. As of December 31, 2001, ERT also
has an investment in joint venture partnerships related to a
retail development project in Frisco, Texas (The Centre at
Preston Ridge). The Centre at Preston Ridge had a construction
loan which had an outstanding balance of $51.6 million at
December 31, 2000, of which $11.0 million was
guaranteed by the Company. The Centre at Preston Ridge also had
a land loan which had an outstanding balance of
$22.7 million at December 31, 2000, all of which was
guaranteed by the Company.

On October 2, 2000, ERT acquired ownership
of two properties, Annie Land Plaza and New Market Shopping
Center, from Wilton Partners, in exchange for notes and interest
receivable due to ERT. In connection with the acquisition, ERT
assumed mortgages on the properties in the amounts of
$2.4 million for Annie Land Plaza and $2.8 million for
New Market Shopping Center. The Company has guaranteed 100% of
Annie Land Plazas outstanding mortgage balance and 25% of
New Market Shopping Centers outstanding mortgage balance.
In July 2001, both Annie Land Plaza and New Market Shopping
Center were both sold

F-15



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##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

and the outstanding mortgage indebtedness was
repaid. As a result of the sale, all loan guarantees were
cancelled.

In addition, during 2000, Wilton Partners, one of
ERTs joint venture partners, repaid in full to ERT
approximately $11.0 million of notes receivable and accrued
and contingent interest. Also in 2000, ERT paid approximately
$1.2 million to Wilton Partners to acquire all of its
management, development and ownership interests and rights in
and to The Mall at 163rd Street.

On January 11, 2001, ERT acquired Stein Mart
Center, a 112,400 square foot shopping center located in Poway,
California, from Wilton Partners in consideration for
$4.9 million of notes receivable and interest due to ERT.

On May 18, 2001, The Ellman Companies repaid
to ERT approximately $18.9 million of outstanding notes
receivable and accrued interest on Mesa Pavilions and The
Groves. Approximately $2.1 million of the proceeds consist
of a note receivable secured by certain interests in the
Superior Towne Center, a property for which the Company also
holds a note receivable.

10. Pro Forma Financial Information
(Unaudited and in thousands)

The following pro forma financial information for
the years ended December 31, 2001 and 2000 is presented as
if the acquisition by the Company of 100% of the common stock of
ERT had occurred on January 1, 2001 and 2000. In
managements opinion, all adjustments necessary to reflect
the effects of this transaction have been made.

This pro forma financial information is not
necessarily indicative of what the actual results of operations
of the Company would have been assuming such transactions had
been completed as of January 1, 2001 and 2000, nor do they
represent the results of operations of future periods.

|                          |                                   |              |          |              |  |   |          |         | 
|------------------------- | --------------------------------- | ------------ | -------- | ------------ |  | - | -------- | ------- | 
|                          |                                   | December 31, |          | December 31,
|                          |                                   | 2001         |          | 2000        
|                          |                                   |              |          |             
|Rental revenues           |                                   | $            | 348,872  |              |  | $ | 355,995  |        
|Expenses                  |                                   |              | (257,809 | )            |  |   | (277,140 | )      
|Other income and expenses |                                   |              | (1,080   | )            |  |   | 22,158   |        
|                          |                                   |              |          |              |  |   |          |        
|                          | Income from continuing operations |              | $        | 89,983       |  |   | $        | 101,013 | 
|                          |                                   |              |          |              |  |   |          |        

11. Investments in Unconsolidated
Ventures

As a result of the consolidation of ERT on
July 1, 2001, the Company acquired direct equity
investments in Vail Ranch II and The Centre at Preston
Ridge joint venture projects. Vail Ranch II, located in
Temecula, California, is a 109,200 square foot community
shopping center. The Centre at Preston Ridge, located in Frisco,
Texas, is a 126 acre retail project being jointly developed by
ERT and entities controlled by George W. Allen and Milton
Schaffer. The Company accounts for these investments using the
equity method.

F-16



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

Summary unaudited financial information for the
Companys other investments is as follows (in thousands):

|                                                         |                            |                                            |         |        |         | 
|-------------------------------------------------------- | -------------------------- | ------------------------------------------ | ------- | ------ | ------- | 
|                                                         |                            | December 31,                              
|                                                         |                            | 2001                                      
|                                                         |                            |                                           
|Condensed Balance Sheets                                 |                            |                                            |         |       
|Cash and cash equivalents                                |                            | $                                          | 6,421   |       
|Receivables                                              |                            |                                            | 1,336   |       
|Property and equipment, net of accumulated
	depreciation |                            |                                            | 120,861 |       
|Other assets, net of accumulated amortization            |                            |                                            | 42,034  |       
|                                                         |                            |                                            |         |       
|                                                         |                            | Total Assets                               |         | $      | 170,652 | 
|                                                         |                            |                                            |         |       
|                                                         | Other liabilities          |                                            | $       | 1,873  |        
|                                                         | Notes payable              |                                            |         | 88,534 |        
|                                                         |                            |                                            |         |       
|                                                         |                            | Total liabilities                          |         |        | 90,407  | 
|                                                         | Total stockholders equity |                                            |         | 80,245 |        
|                                                         |                            |                                            |         |       
|                                                         |                            | Total liabilities and stockholders equity |         | $      | 170,652 | 
|                                                         |                            |                                            |         |       
|Companys investment                                     |                            | $                                          | 41,876  |       
|                                                         |                            |                                            |         |       

|                               |            |              |         |       | 
|------------------------------ | ---------- | ------------ | ------- | ----- | 
|                               |            | Year Ended  
|                               |            | December 31,
|                               |            | 2001        
|                               |            |             
|Condensed Statements of Income |            |              |         |      
|Revenues                       |            | $            | 20,923  |      
|Interest expense               |            |              | (7,090  | )    
|Other expenses                 |            |              | (12,780 | )    
|                               |            |              |         |      
|                               | Net income |              | $       | 1,053 | 
|                               |            |              |         |      
|Companys share of net income  |            | $            | 852     | 1    
|                               |            |              |         |      



---



|  |                                    
|- | -----------------------------------
|1 | Includes preferred returns of $325.

In a few cases, the Company has made commitments
to provide funds to joint ventures and third parties under
certain circumstances or otherwise guaranteed obligations of
others that do not show up on the Companys financial
statements as liabilities. In other cases, the Company is a
joint venture partner with third parties, and the liabilities
associated with those joint ventures do not show up as
liabilities on the Companys financial statements.

12. Mortgages Payable

Mortgages are non-recourse and collateralized by
real estate and an assignment of rents. Payments on mortgages
are generally due in monthly installments of principal and
interest. As of December 31, 2001, mortgages payable bear
interest at rates ranging from 2.510% to 9.625%, having a
weighted average of 7.8%

F-17



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

per annum and maturity dates from 2002 to 2015.
The principal payments required to be made on mortgages payable
are as follows (in thousands):

|                         |          |   |         |         | 
|------------------------ | -------- | - | ------- | ------- | 
|Year                     |          |  
|                         |          |  
|2002                     |          | $ | 18,804  |        
|2003                     |          |   | 34,753  |        
|2004                     |          |   | 7,145   |        
|2005                     |          |   | 48,399  |        
|2006                     |          |   | 7,091   |        
|Thereafter               |          |   | 119,181 |        
|                         |          |   |         |        
|                         | Subtotal |   |         | 235,373 | 
|Net unamortized premiums |          |   | 6,063   |        
|                         |          |   |         |        
|                         | Total    |   | $       | 241,436 | 
|                         |          |   |         |        

Under certain Company and joint venture
non-recourse mortgage loans, under certain circumstances, the
Company could be responsible for portions of the mortgage
indebtedness in connection with certain customary non-recourse
carve out provisions such as environmental conditions, misuse of
funds and material misrepresentations.

13. Notes Payable (in
thousands)

|                                                                                                                                                   |       |        |         |          |  |              |      |              |  |   |         |         |  |   |         |         | 
|-------------------------------------------------------------------------------------------------------------------------------------------------- | ----- | ------ | ------- | -------- |  | ------------ | ---- | ------------ |  | - | ------- | ------- |  | - | ------- | ------- | 
|                                                                                                                                                   |       | Face   |         |          |  | December 31, |      | December 31,
|Description                                                                                                                                        |       | Amount |         | Due Date |  | 2001         |      | 2000        
|                                                                                                                                                   |       |        |         |          |  |              |      |             
|7.75% Senior notes, effective interest rate
	7.95%, net of unamortized discount; December 31, 2001 and
	2000  $535 and $670; respectively         |       | $      | 100,000 |          |  |              | 2005 |              |  | $ | 99,465  |         |  | $ | 99,330  |        
|6.80% Senior unsecured notes, effective interest
	rate 6.87%, net of unamortized discount; December 31, 2001
	and 2000  $47 and $92; respectively |       |        | 81,000  |          |  |              | 2002 |              |  |   | 80,953  |         |  |   | 80,908  |        
|6.875% Senior unsecured notes, effective interest
	rate 6.982%                                                                                     |       |        | 75,000  |          |  |              | 2004 |              |  |   | 75,000  |         |  |   | 75,000  |        
|7.97% unsecured notes                                                                                                                              |       |        | 10,000  |          |  |              | 2026 |              |  |   | 10,000  |         |  |   | 10,000  |        
|7.65% unsecured notes                                                                                                                              |       |        | 25,000  |          |  |              | 2026 |              |  |   | 25,000  |         |  |   | 25,000  |        
|7.68% unsecured notes                                                                                                                              |       |        | 20,000  |          |  |              | 2026 |              |  |   | 20,000  |         |  |   | 20,000  |        
|7.35% unsecured notes                                                                                                                              |       |        | 30,000  |          |  |              | 2007 |              |  |   | 30,000  |         |  |   | 30,000  |        
|6.9% unsecured notes                                                                                                                               |       |        | 50,000  |          |  |              | 2028 |              |  |   | 50,000  |         |  |   | 50,000  |        
|7.4% unsecured notes, net of unamortized
	discount, December 31, 2001 and 2000  $347 and
	$393, respectively                                      |       |        | 150,000 |          |  |              | 2009 |              |  |   | 149,653 |         |  |   | 149,607 |        
|7.5% unsecured notes, net of unamortized
	discount, December 31, 2001 and 2000  $823 and
	$853, respectively                                      |       |        | 25,000  |          |  |              | 2029 |              |  |   | 24,177  |         |  |   | 24,147  |        
|7.33% unsecured notes                                                                                                                              |       |        | 49,000  |          |  |              | 2003 |              |  |   | 49,000  |         |  |   | 49,000  |        
|                                                                                                                                                   |       |        |         |          |  |              |      |              |  |   |         |         |  |   |         |        
|                                                                                                                                                   | Total |        |         |          |  |              |      |              |  |   | $       | 613,248 |  |   | $       | 612,992 | 
|                                                                                                                                                   |       |        |         |          |  |              |      |              |  |   |         |         |  |   |         |        

The Notes are uncollateralized and subordinate to
mortgages payable and rank equally with debt under the revolving
credit facilities. Where applicable, the discount is being
amortized over the life of the respective Notes using the
effective interest rate method. Interest is payable
semi-annually or quarterly and the principal

F-18



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

is due at maturity. Among other restrictive
covenants, there is a restrictive covenant that limits the
amount of total indebtedness to 65% of total assets.

The principal payments required to be made on
notes payable are as follows (in thousands):

|                     |          |   |         |         | 
|-------------------- | -------- | - | ------- | ------- | 
|Year                 |          |  
|                     |          |  
|2002                 |          | $ | 81,000  |        
|2003                 |          |   | 49,000  |        
|2004                 |          |   | 75,000  |        
|2005                 |          |   | 100,000 |        
|2006                 |          |   |        |        
|Thereafter           |          |   | 310,000 |        
|                     |          |   |         |        
|                     | Subtotal |   |         | 615,000 | 
|Unamortized discount |          |   | (1,752  | )      
|                     |          |   |         |        
|                     | Total    |   | $       | 613,248 | 
|                     |          |   |         |        

14. Credit Facilities

The Company has two revolving credit facilities
with The Bank of New York as lead lender, under which the
Company may borrow up to $245.0 million in uncollateralized
advances from a group of banks. The Company also has a term loan
with Fleet National Bank as lead lender, under which it has
borrowed $75 million, on an unsecured basis, as of
December 31, 2001 and 2000. The table below sets forth
certain terms of the loans under these three facilities.

|                          |       |                |         |              |  |              |        |                  |  |               |         |         |  |  |                    |  |  |  |               |  | 
|------------------------- | ----- | -------------- | ------- | ------------ |  | ------------ | ------ | ---------------- |  | ------------- | ------- | ------- |  |  | ------------------ |  |  |  | ------------- |  | 
|                          |       | Amount         |         | Amount       |  | Amount       |        |                  |  |              
|                          |       | Available      |         | Drawn as of  |  | Drawn as of  |        | Interest Rate at |  |              
|                          |       | to be          |         | December 31, |  | December 31, |        | December 31,     |  |              
|Loan                      |       | Drawn          |         | 2001         |  | 2000         |        | 2001 and 20001   |  | Maturity Date
|                          |       |                |         |              |  |              |        |                  |  |              
|                          |       |                |         |              |  |             
|                          |       | (In thousands) |         |              |  |             
|BNY Revolving Facility #1 |       | $              | 122,500 |              |  | $            | 0      |                  |  | $             | 46,250  |         |  |  | LIBOR plus 72.5 bp |  |  |  | October 2002  | 
|BNY Revolving Facility #2 |       | $              | 122,500 |              |  | $            | 20,000 |                  |  | $             | 122,500 |         |  |  | LIBOR plus 67.5 bp |  |  |  | November 2002 | 
|Fleet Term Loan #1        |       | $              | 75,000  |              |  | $            | 75,000 |                  |  | $             | 75,000  |         |  |  | LIBOR plus 90 bp   |  |  |  | May 20022     | 
|                          |       |                |         |              |  |              |        |                  |  |               |         |         |  |  |                    |  |  |  |               | 
|                          | Total |                | $       | 320,000      |  |              | $      | 95,000           |  |               | $       | 243,750 |  |  |                    |  |  |  |               |  | 
|                          |       |                |         |              |  |              |        |                  |  |               |         |         |  |  |                    |  |  |  |               | 



---



|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1 | The interest rate payable by the Company under
	each of these facilities adjusts depending on the Companys
	credit rating. If the Companys credit rating is lowered,
	the interest rates increase. For instance, a decrease in the
	Companys current credit rating by one rating level would
	cause the interest rate under the BNY Revolving Facility #1 to
	increase from LIBOR plus 72.5 basis points (bp) to
	LIBOR plus 95 bp; would cause the interest rate under the BNY
	Revolving Facility #2 to increase from LIBOR plus 67.5 bp to
	LIBOR plus 87.5 bp; and would cause the interest rate under each
	of the Fleet Term Loans to increase from LIBOR plus 90 bp to
	LIBOR plus 115 bp.
| 
|2 | The maturity date for the Fleet Term Loan #1 can
	be extended to November 2002 at the Companys option.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               

The credit facilities and the indentures under
which the Companys senior uncollateralized debt are issued
contain certain financial and operating covenants, including,
among other things, certain coverage ratios, as well as
limitations on the Companys ability to incur secured and
unsecured debt, make dividend payments, sell all or
substantially all of its assets and engage in mergers,
consolidations and certain acquisitions. In addition, certain
agreements contain customary negative covenants which, among
other things, limit the Companys ability, without the
prior consent of the lender, to further mortgage the property,
to enter into new leases or materially modify existing leases,
and to discontinue insurance coverage.

In September 2001, the Company sold its entire
garden apartment portfolio for approximately $380 million
of gross proceeds. Approximately $55.0 million of the
proceeds were used to satisfy existing mortgage debt encumbering
the garden apartment communities. The remaining proceeds were
used to pay down (i) outstanding debt under
Facility #1 and Facility #2, (ii) the outstanding
balance of approximately

F-19



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

$78.0 million of a loan to Pointe Orlando
Development Company, a wholly-owned subsidiary of the Company,
and (iii) to fund a portion of the acquisition of the
Arapahoe Crossings shopping center (Note 4).

On October 11, 2000, the Company entered
into a two-year swap agreement with Fleet National Bank relating
to $125 million of the Companys variable rate debt.
The agreement effectively fixes the annual interest rate of this
debt at a base rate of 6.67% plus applicable spreads associated
with the Companys variable rate credit facilities. As a
result of the third quarter sale of the Companys garden
apartment communities (see Note 3), the Companys swap
agreement was reduced from $125.0 million to
$75.0 million.

15. Capital Leases

The Company owns a leasehold interest in three
shopping centers in California (Master Leased
Centers). The terms of the leases are thirty-four years,
expiring in June 2031. The leases bear interest at a rate of
7.5%. In addition, the Company has purchased the option to
acquire fee title to the Master Leased Centers, exercisable at
various times during the terms of the respective leases but
subordinate to certain rights of the owner to sell the property.
As of December 31, 2001, the owner of one of the Master
Leased Centers has the option to require the Company to purchase
the property after the occurrence of certain events. The
payments required to be made on master leases are as follows (in
thousands):

|           |          |   |         |        | 
|---------- | -------- | - | ------- | ------ | 
|Year       |          |  
|           |          |  
|2002       |          | $ | 2,459   |       
|2003       |          |   | 2,459   |       
|2004       |          |   | 2,459   |       
|2005       |          |   | 2,459   |       
|2006       |          |   | 2,459   |       
|Thereafter |          |   | 60,236  |       
|           |          |   |         |       
|           | Subtotal |   | $       | 72,531 | 
|Interest   |          |   | (43,361 | )     
|           |          |   |         |       
|           | Total    |   | $       | 29,170 | 
|           |          |   |         |       

16. Other Liabilities

Other liabilities are comprised of the following
(in thousands):

|                                                     |       |              |        |              |  |   |        |        | 
|---------------------------------------------------- | ----- | ------------ | ------ | ------------ |  | - | ------ | ------ | 
|                                                     |       | December 31, |        | December 31,
|                                                     |       | 2001         |        | 2000        
|                                                     |       |              |        |             
|Property and other taxes payable                     |       | $            | 14,949 |              |  | $ | 15,895 |       
|Interest payable                                     |       |              | 11,210 |              |  |   | 11,600 |       
|Accounts payable                                     |       |              | 6,077  |              |  |   | 6,778  |       
|Dividend payable                                     |       |              | 41,692 |              |  |   | 41,694 |       
|Accrued construction costs                           |       |              | 437    |              |  |   | 2,853  |       
|Deferred rent expense and rents received in
	advance |       |              | 3,880  |              |  |   | 1,755  |       
|Amounts due seller of property                       |       |              | 1,568  |              |  |   | 1,021  |       
|Deferred gain                                        |       |              | 17,007 |              |  |   |       |       
|Accrued professional and personnel costs             |       |              | 5,758  |              |  |   | 4,555  |       
|Accrued insurance                                    |       |              | 4,894  |              |  |   | 381    |       
|Disposition costs                                    |       |              | 3,346  |              |  |   | 370    |       
|Other                                                |       |              | 11,856 |              |  |   | 5,243  |       
|                                                     |       |              |        |              |  |   |        |       
|                                                     | Total |              | $      | 122,674      |  |   | $      | 92,145 | 
|                                                     |       |              |        |              |  |   |        |       

F-20



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

17. Minority Interest in Consolidated
Partnership

In 1995, ERP, a consolidated entity, was formed
to own and manage certain real estate properties. A wholly owned
subsidiary of the Company is the sole general partner of ERP and
is entitled to receive 99% of all net income and gains before
depreciation, if any, after the limited partners receive their
net income and gain allocations. Properties have been
contributed to ERP in exchange for limited partnership units
(which may be redeemed at stipulated prices for cash or the
issuance of the Company common shares at the Companys
option), cash and the assumption of mortgage debt. These units
can convert to Company shares at exchange ratios from 1.0 to 1.4
Company shares for each unit. At December 31, 2001 and
2000, there were approximately 3,256,500 limited partner units
outstanding of which the Company owned approximately 2,180,000
and 2,164,000 units, respectively. During 2001 and 2000 the
Company acquired 15,951 and 0 additional units,
respectively.

18. Commitments and
Contingencies

The Company has entered into leases, as lessee,
in connection with ground leases for shopping centers which it
operates, an office building which it sublets, and
administrative office space for the Company. These leases are
accounted for as operating leases. The minimum annual rental
commitments during the next five fiscal years and thereafter are
approximately as follows (in thousands):

|           |  |   |        | 
|---------- |  | - | ------ | 
|Year       |  |  
|           |  |  
|2002       |  | $ | 1,308  | 
|2003       |  |   | 1,561  | 
|2004       |  |   | 1,200  | 
|2005       |  |   | 1,178  | 
|2006       |  |   | 166    | 
|Thereafter |  |   | 9,112  | 
|           |  |   |        | 
|           |  | $ | 14,525 | 
|           |  |   |        | 

The Company has made a subordinated loan of
approximately $25.9 million to a third party developer as
of December 31, 2001, which amount is scheduled to be
repaid in 2004. Under the terms of the loan agreement, the
Company is obligated to loan up to an additional $4 million
under certain circumstances.

The Company is involved in various routine legal
proceedings incident to the ordinary course of its business. In
managements opinion, the outcome of pending legal
proceedings, separately or in the aggregate, will not have a
material adverse effect on the Companys business or
consolidated financial results.

19. Stockholders Equity

Common
Stock

To maintain its qualification as a REIT, not more
that 50 percent in value of the outstanding shares of the
Company may be owned, directly or indirectly, by five or fewer
individuals at any time during the last half of any taxable year
of the Company, other than its initial taxable year (defined to
include certain entities), applying certain constructive
ownership rules. To help ensure that the Company will not fail
this test, the Companys Articles of Incorporation provide
for, among other things, certain restrictions on the transfer of
common stock to prevent further concentration of stock
ownership. Moreover, to evidence compliance with these
requirements, the Company must maintain records that disclose
the actual ownership of its outstanding common stock and will
demand written statements each year from the holders of record
of designated percentages of its common stock requesting the
disclosure of the beneficial owners of such common stock.

F-21



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

Common
Stock Repurchases

In October 1999, the Company commenced a program
to repurchase up to $75.0 million of the Companys
outstanding common stock from time to time through periodic open
market transactions or through privately negotiated
transactions. Through December 31, 2001, approximately
2,100,000 shares have been repurchased and retired at an average
purchase price of $15.28 per share. Of this amount,
approximately 119,000 and 750,000 shares were repurchased and
retired in 2001 and 2000, respectively.

Preferred
Stock

As of December 31, 2001 and 2000, there were
1,507,000 shares of the 8 1/2% Series A Cumulative
Convertible Preferred Stock (the Preferred A Shares)
outstanding. Holders of the Preferred A Shares are entitled to
an annual distribution of $2.125 per share and the shares are
convertible into common shares at a price of $20.10 per share.
The Preferred A Shares rank senior to the Companys
common stock and are on parity with the other preferred shares
with respect to the payment of dividends and amounts payable
upon liquidation, dissolution or winding down of the Company.

The Company has outstanding 6,300,000 depositary
shares each representing 1/10 of a share of 8 5/8%
Series B Cumulative Redeemable Preferred Stock (the
Preferred B Shares). Holders of the Preferred B
Shares are entitled to an annual dividend equal to $2.15625,
payable quarterly.

The Company also has 1,500,000 depositary shares
outstanding, each representing a 1/10 fractional interest in a
share of 7.8% Series D Cumulative Voting Step-Up Premium
Rate Preferred Stock (the Preferred D Shares),
which are redeemable at the option of the Company on or after
June 2007 at a liquidation preference of $500 per share.
The Preferred D Shares pay dividends quarterly at the rate
of 7.8% of the liquidation preference per annum through
September 2012 and at the rate of 9.8% of the liquidation
preference per annum thereafter.

Options

The Company has two active stock option plans
(the Plans) and five option plans under which grants
are no longer made. Pursuant to the seven plans, options have
been granted to purchase shares of common stock of the Company
(the Shares) to officers, directors, and certain key
employees of the Company. The two active plans are: the 1993
Employee Plan (the 1993 Plan) and the 1994 Directors
Plan (the 1994 Plan). The exercise price of a share
pursuant to each of the Plans is required to be no less than the
fair market value of a share on the date of grant. The vesting
schedule for the 1993 Plan is determined at the time of grant by
the option committee and the grants under the 1994 Plan vest
100% at the grant date. As of December 31, 2001,
approximately 3.8 million option shares are available for
grant under the 1993 Plan. The total available for future grant
is approximately 1.7 million option shares plus an
aggregate amount equal to 2% of the total number of issued and
outstanding shares of common stock as of December 31, 2002.
As of December 31, 2001, approximately 130,000 option
shares were available for grant under the 1994 Plan. The options
outstanding at December 31, 2001 had exercise prices from
$12.8125 to $25.2500 and a weighted average remaining
contractual life of 5.3 years. The total option shares,
under all seven plans, exercisable at December 31, 2001, is
approximately 2.8 million.

F-22



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

Stock option activity is summarized as follows:

|                                         |  |        |            |                  |  |   |       | 
|---------------------------------------- |  | ------ | ---------- | ---------------- |  | - | ----- | 
|                                         |  |        |            | Weighted Average
|                                         |  | Option |            | Exercise Price  
|                                         |  | Shares |            | Per Share       
|                                         |  |        |            |                 
|Outstanding at December 31, 1998         |  |        | 5,945,890  |                  |  |   |       | 
|Granted                                  |  |        | 633,000    |                  |  | $ | 19.92 | 
|Exercised                                |  |        | (65,850    | )                |  | $ | 16.27 | 
|Forfeited                                |  |        | (1,272,812 | )                |  | $ | 17.33 | 
|                                         |  |        |            |                  |  |   |       | 
|Outstanding at December 31, 1999         |  |        | 5,240,228  |                  |  | $ | 21.62 | 
|Granted                                  |  |        | 1,992,621  |                  |  | $ | 12.98 | 
|Exercised                                |  |        | (515,121   | )                |  | $ | 12.73 | 
|Forfeited                                |  |        | (1,015,020 | )                |  | $ | 20.91 | 
|                                         |  |        |            |                  |  |   |       | 
|Outstanding at December 31, 2000         |  |        | 5,702,708  |                  |  | $ | 19.53 | 
|Granted                                  |  |        | 746,250    |                  |  | $ | 15.58 | 
|Exercised                                |  |        | (134,488   | )                |  | $ | 15.13 | 
|Forfeited                                |  |        | (1,265,680 | )                |  | $ | 23.22 | 
|                                         |  |        |            |                  |  |   |       | 
|Outstanding at December 31, 2001         |  |        | 5,048,790  |                  |  | $ | 18.14 | 
|                                         |  |        |            |                  |  |   |       | 
|Options exercisable at December 31, 2001 |  |        | 2,759,000  |                  |  | $ | 20.03 | 
|                                         |  |        |            |                  |  |   |       | 
|Options exercisable at December 31, 2000 |  |        | 3,418,000  |                  |  | $ | 21.06 | 
|                                         |  |        |            |                  |  |   |       | 
|Options exercisable at December 31, 1999 |  |        | 3,100,000  |                  |  | $ | 19.92 | 
|                                         |  |        |            |                  |  |   |       | 

SFAS No. 123, Accounting for Stock-Based
Compensation, requires either the recording or disclosure of
compensation cost for stock-based employee compensation plans at
fair value. The Company has adopted the disclosure-only
provisions of SFAS No. 123. Accordingly, no compensation
costs have been recognized by the Company.

Had compensation cost for the Companys
stock option plans been recognized based on the fair value at
the grant date for awards consistent with the provisions of SFAS
No. 123, the Companys net income in the year ended
December 31, 2001 would have been reduced by
$2.1 million from $105.2 million to $103.1 million
(resulting in net income of $0.92 per share  basic
and diluted). In the year ended December 31, 2000, net
income would have been reduced by $2.1 million from
$123.1 million to $121.0 million (resulting in net
income of $1.12 per share  basic and diluted). In the
year ended December 31, 1999, net income would have been
reduced by $1.2 million from $149.5 million to
$148.3 million (resulting in net income of $1.42 per
share  basic and $1.40 per share  diluted).

The fair value of each option grant is estimated
on the date of grant using the Black-Scholes option-pricing
model with the following weighted average assumptions for grants
in each of the three years ended December 31, 2001, 2000,
and 1999, respectively: dividend yield of 8.24%, 8.26%, and
8.74%, respectively; expected volatility of 25.11%, 22.15% and
20.99%, respectively; risk-free interest rate of 4.54%, 6.68%
and 5.57%, respectively; and expected life of 3.9 years,
4.6 years and 4.6 years, respectively. The per share
weighted average fair value at the dates of grant for options
awarded for the above periods was $1.45, $1.31 and $1.47,
respectively.

F-23



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

Dividends
Paid and Payable

(in thousands)


|                                            |  |   |         | 
|------------------------------------------- |  | - | ------- | 
|Dividends declared in 2000, paid in 2001    |  | $ | 41,694  | 
|Dividends declared in 2001 paid in 2001     |  | $ | 124,898 | 
|Dividends declared in 2001, payable in 2002 |  | $ | 41,692  | 

Distributions to shareholders will generally be
taxable as ordinary income, although a portion of such dividends
may be designated by the Company as capital gain or may
constitute a tax-free return of capital. The Company annually
furnishes to each of its shareholders a statement setting forth
the distributions paid during the preceding year and their
characterization as ordinary income, capital gain or return of
capital.

The Company intends to continue to declare
quarterly distributions. No assurance, however, can be provided
as to the amounts or timing of future distributions, as the
maintenance of such distributions is subject to various factors,
including the discretion of the Companys Board of
Directors, limitation provisions of the Companys debt
instruments, the ability to pay dividends under Maryland law,
the availability of cash to make the necessary dividend payments
and the effect of REIT distribution requirements.

Dividend
Reinvestment Plan

The Company has a Dividend Reinvestment and Share
Purchase Plan (the Plan) whereby shareholders may
invest cash distributions and make optional cash payments to
purchase shares of the Company. The additional shares will be
purchased in the open market.

Earnings per Share (EPS)

In accordance with the disclosure requirements of
SFAS No. 128 (Note 2), a reconciliation of the
numerator and denominator of basic and diluted EPS is provided
as follows (in thousands, except per share amounts):

|                                 |                                                                            |                          |   |         |   |      |   |         |   |  |   |         |  
|-------------------------------- | -------------------------------------------------------------------------- | ------------------------ | - | ------- | - | ---- | - | ------- | - |  | - | ------- | -
|                                 |                                                                            |                         
|                                 |                                                                            | Years Ended December 31,
|                                 |                                                                            |                         
|                                 |                                                                            | 2001                     |   | 2000    |   | 1999
|                                 |                                                                            |                          |   |         |   |     
|Basic EPS                        |                                                                            |                          |   |         |   |      |   |         |   |  |   |        
|Numerator:                       |                                                                            |                          |   |         |   |      |   |         |   |  |   |        
|                                 | Net income from continuing operations                                      |                          | $ | 89,983  |   |      | $ | 101,013 |   |  | $ | 128,023 |  
|                                 | Preferred dividends                                                        |                          |   | (22,639 | ) |      |   | (22,635 | ) |  |   | (22,777 | )
|                                 |                                                                            |                          |   |         |   |      |   |         |   |  |   |        
|                                 | Net income available to common shares 
	basic, from continuing operations |                          |   | 67,344  |   |      |   | 78,378  |   |  |   | 105,246 |  
|                                 | Discontinued operations                                                    |                          |   | 13,679  |   |      |   | 21,310  |   |  |   | 21,490  |  
|                                 | Gain on sale of discontinued operations                                    |                          |   | 1,500   |   |      |   |        |   |  |   |        |  
|                                 |                                                                            |                          |   |         |   |      |   |         |   |  |   |        
|                                 | Net income before extraordinary item                                       |                          |   | 82,523  |   |      |   | 99,688  |   |  |   | 126,736 |  
|                                 | Extraordinary item                                                         |                          |   |        |   |      |   | 758     |   |  |   |        |  
|                                 |                                                                            |                          |   |         |   |      |   |         |   |  |   |        
|                                 | Net income available to common shares 
	basic                             |                          | $ | 82,523  |   |      | $ | 100,446 |   |  | $ | 126,736 |  
|                                 |                                                                            |                          |   |         |   |      |   |         |   |  |   |        
|Denominator:                     |                                                                            |                          |   |         |   |      |   |         |   |  |   |        
|                                 | Weighted average of common shares outstanding                              |                          |   | 87,241  |   |      |   | 87,608  |   |  |   | 88,662  |  
|                                 |                                                                            |                          |   |         |   |      |   |         |   |  |   |        
|Basic Earnings Per Common Share: |                                                                            |                          |   |         |   |      |   |         |   |  |   |        
|                                 | Income from continuing operations                                          |                          | $ | 0.77    |   |      | $ | 0.90    |   |  | $ | 1.19    |  
|                                 | Discontinued operations                                                    |                          |   | 0.16    |   |      |   | 0.24    |   |  |   | 0.24    |  

F-24



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

|                                   |                                                                              |                          |   |         |   |      |   |         |   |  |   |         |  
|---------------------------------- | ---------------------------------------------------------------------------- | ------------------------ | - | ------- | - | ---- | - | ------- | - |  | - | ------- | -
|                                   |                                                                              |                         
|                                   |                                                                              | Years Ended December 31,
|                                   |                                                                              |                         
|                                   |                                                                              | 2001                     |   | 2000    |   | 1999
|                                   |                                                                              |                          |   |         |   |     
|                                   | Gain on sale of discontinued operations                                      |                          |   | 0.02    |   |      |   |        |   |  |   |        |  
|                                   | Extraordinary item                                                           |                          |   |        |   |      |   | 0.01    |   |  |   |        |  
|                                   |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|                                   | Basic earnings per common share                                              |                          | $ | 0.95    |   |      | $ | 1.15    |   |  | $ | 1.43    |  
|                                   |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|Diluted EPS                        |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|Numerator:                         |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|                                   | Net income from continuing operations                                        |                          | $ | 89,983  |   |      | $ | 101,013 |   |  | $ | 128,023 |  
|                                   | Preferred dividends                                                          |                          |   | (22,639 | ) |      |   | (22,635 | ) |  |   | (22,777 | )
|                                   | Minority interest                                                            |                          |   | 848     |   |      |   | 952     |   |  |   | 1,299   |  
|                                   |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|                                   | Net income available to common shares 
	diluted, from continuing operations |                          |   | 68,192  |   |      |   | 79,330  |   |  |   | 106,545 |  
|                                   | Discontinued operations                                                      |                          |   | 13,679  |   |      |   | 21,310  |   |  |   | 21,490  |  
|                                   | Gain on sale of discontinued operations                                      |                          |   | 1,500   |   |      |   |        |   |  |   |        |  
|                                   |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|                                   | Net income before extraordinary item                                         |                          |   | 83,371  |   |      |   | 100,640 |   |  |   | 128,035 |  
|                                   | Extraordinary item                                                           |                          |   |        |   |      |   | 758     |   |  |   |        |  
|                                   |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|                                   | Net income available to common shares 
	diluted                             |                          | $ | 83,371  |   |      | $ | 101,398 |   |  | $ | 128,035 |  
|                                   |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|Denominator:                       |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|                                   | Weighted average of common shares outstanding                                |                          |   | 87,241  |   |      |   | 87,608  |   |  |   | 88,662  |  
|Effect of diluted securities:      |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|                                   | Excel Realty Partners, L.P. third party units                                |                          |   | 1,231   |   |      |   | 1,235   |   |  |   | 1,756   |  
|                                   | Common stock options and warrants                                            |                          |   | 327     |   |      |   | 108     |   |  |   | 22      |  
|                                   | Average shares outstanding  diluted                                         |                          |   | 88,799  |   |      |   | 88,951  |   |  |   | 90,440  |  
|                                   |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|Diluted Earnings Per Common Share: |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|                                   | Income from continuing operations                                            |                          | $ | 0.77    |   |      | $ | 0.89    |   |  | $ | 1.18    |  
|                                   | Discontinued operations                                                      |                          |   | 0.15    |   |      |   | 0.24    |   |  |   | 0.24    |  
|                                   | Gain on sale of discontinued operations                                      |                          |   | 0.02    |   |      |   |        |   |  |   |        |  
|                                   | Extraordinary item                                                           |                          |   |        |   |      |   | 0.01    |   |  |   |        |  
|                                   |                                                                              |                          |   |         |   |      |   |         |   |  |   |        
|                                   | Diluted earnings per common share                                            |                          | $ | 0.94    |   |      | $ | 1.14    |   |  | $ | 1.42    |  
|                                   |                                                                              |                          |   |         |   |      |   |         |   |  |   |        

Preferred A shares are anti-dilutive for
earnings per share calculations.

20. Fair Value of Financial
Instruments

The following fair value disclosure was
determined by the Company, using available market information
and discounted cash flow analyses as of December 31, 2001
and 2000, respectively. The discount rate used in calculating
fair value is the sum of the current risk free rate and the risk
premium on the date of acquiring the instruments. Considerable
judgment is necessary to interpret market data and to develop
the related estimates of fair value. Accordingly, the estimates
presented are not necessarily indicative of the amounts that the
Company could realize upon disposition. The use of different
estimation methodologies may have a material effect on the
estimated fair value amounts. The Company believes that the
carrying amounts reflected in the Consolidated Balance Sheets at
December 31, 2001 and 2000 approximate the fair values for
cash and cash equivalents, marketable securities, receivables
and other liabilities.

F-25



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

The following are financial instruments for which
Company estimates of fair value differ from carrying amounts (in
thousands):

|                                                          |  |                   |         |                   |  |          |         |       |  |   |         |  |  |   |         | 
|--------------------------------------------------------- |  | ----------------- | ------- | ----------------- |  | -------- | ------- | ----- |  | - | ------- |  |  | - | ------- | 
|                                                          |  |                   |         |                  
|                                                          |  | December 31, 2001 |         | December 31, 2000
|                                                          |  |                   |         |                  
|                                                          |  | Carrying          |         | Fair              |  | Carrying |         | Fair 
|                                                          |  | Amounts           |         | Value             |  | Amounts  |         | Value
|                                                          |  |                   |         |                   |  |          |         |      
|Mortgages and notes receivable including advances
	to ERT |  | $                 | 45,360  |                   |  | $        | 44,263  |       |  | $ | 213,746 |  |  | $ | 215,278 | 
|Mortgages payable                                         |  |                   | 241,436 |                   |  |          | 236,010 |       |  |   | 328,803 |  |  |   | 331,382 | 
|Notes payable                                             |  |                   | 613,248 |                   |  |          | 668,475 |       |  |   | 612,992 |  |  |   | 653,860 | 
|Credit facilities                                         |  |                   | 95,000  |                   |  |          | 99,192  |       |  |   | 243,750 |  |  |   | 243,616 | 

21. Future Minimum Annual Base
Rents

Future minimum annual base rental revenue for the
next five years for the commercial real estate owned at
December 31, 2001 and subject to non-cancelable operating
leases is as follows (in thousands):

|           |  |   |         | 
|---------- |  | - | ------- | 
|Year       |  |  
|           |  |  
|2002       |  | $ | 251,508 | 
|2003       |  |   | 208,033 | 
|2004       |  |   | 194,044 | 
|2005       |  |   | 170,446 | 
|2006       |  |   | 143,695 | 
|Thereafter |  |   | 832,783 | 

The above table assumes that all leases which
expire are not renewed and tenant renewal options are not
exercised, therefore neither renewal rentals nor rentals from
replacement tenants are included. Future minimum annual base
rentals do not include contingent rentals, which may be received
under certain leases on the basis of percentage of reported
tenants sales volume, increases in consumer price indices,
common area maintenance charges and real estate tax
reimbursements. Contingent rentals for the years ended
December 31, 2001, 2000 and 1999 amounted to approximately
$68.2 million, $62.9 million and $60.6 million,
respectively.

22. Severance Costs

During the years ended December 31, 2001,
2000 and 1999, the Company recorded severance costs of
$0.9 million, $4.9 million and $8.5 million,
respectively. During 2001, two executives resigned their
positions. During 2000, one executive retired and three
executives resigned their positions. Severance costs were
recorded and paid in accordance with the employees
respective retirement and employment agreements. In April 1999,
seven executives, all formerly of Excel Realty Trust, Inc.,
resigned. These resignations occurred under the terms of
Resignation and Release Agreements between the executives and
the Company. The agreements provided for payment by the Company
of severance benefits, the cancellation of certain in the
money vested stock options in exchange for the payment of
the value of the stock options and the repurchase of Company
stock owned by these executives. As a result, $1.7 million
in severance payments, $6.0 million in stock compensation
expense and $0.8 million of other costs were recorded.

23. Retirement Plan

The Company has a Retirement and 401(k) Savings
Plan (the Savings Plan) covering most of the
officers and employees of the Company. Participants in the
Savings Plan may elect to contribute a portion of their earnings
to the Savings Plan and the Company makes a matching
contribution to the Savings Plan to a maximum of 3% of the
employees eligible compensation. For the years ended
December 31, 2001, 2000 and

F-26



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

1999, the Companys expense for the Savings
Plan was approximately $192,000, $147,000 and $607,000,
respectively.

24. Statement of Cash Flows 
Supplemental Disclosure

During the year ended December 31, 2001,
2000 and 1999, the Company acquired properties by assuming
mortgages payable of $83.6 million, $0, and
$5.4 million, respectively. In addition, in connection with
the purchase of a certain property in April 1999, the seller was
issued partnership units in Excel Realty Partners, L.P. valued
at $0.8 million. Moreover, in connection with the purchase
of partnership units in Excel Realty Partners, L.P. in August
1999, $8.0 million in excess of minority interest has been
included in real estate. The amounts paid for interest for years
ended December 31, 2001, 2000 and 1999 were
$88.2 million, $93.8 million and $84.2 million,
respectively. State and local income taxes paid for the years
ended December 31, 2001, 2000 and 1999 were
$0.2 million, $0.9 million and $0.4 million,
respectively. Capitalized interest for the year ended
December 31, 2001, 2000 and 1999 was approximately
$2.0 million, $0.4 million and $0.1 million,
respectively. The Company accrued $0 and $0.5 million as of
December 31, 2001 and 2000, respectively, in order to
repurchase the Companys common stock.

25. Selected Quarterly Financial Data
(Unaudited)

Summarized quarterly financial data is as follows
(in thousands, except per share amounts):

|                              |                 |           |   |               |  |               |   |               |   |  |   |      |   |  |   |      |  
|----------------------------- | --------------- | --------- | - | ------------- |  | ------------- | - | ------------- | - |  | - | ---- | - |  | - | ---- | -
|                              |                 |           |   |               |  | Net Income    |   | Net Income   
|                              |                 |           |   | Net Income    |  | Per Share    |   | Per Share   
|                              |                 |           |   | After         |  | Basic After   |   | Diluted After
|                              |                 | Total     |   | Extraordinary |  | Extraordinary |   | Extraordinary
|                              |                 | Revenues1 |   | Item, if any  |  | Item, if any  |   | Item, if any 
|                              |                 |           |   |               |  |               |   |              
|Year Ended December 31, 2001: |                 |           |   |               |  |               |   |               |   |  |   |      |   |  |   |     
|                              | First quarter   |           | $ | 83,174        |  |               | $ | 27,203        |   |  | $ | 0.25 |   |  | $ | 0.25 |  
|                              | Second quarter  |           |   | 83,014        |  |               |   | 27,781        |   |  |   | 0.25 |   |  |   | 0.25 |  
|                              | Third quarter   |           |   | 83,934        |  |               |   | 23,061        |   |  |   | 0.20 |   |  |   | 0.20 |  
|                              | Fourth quarter  |           |   | 88,287        |  |               |   | 27,117        | 5 |  |   | 0.25 |   |  |   | 0.24 |  
|Year Ended December 31, 2000: |                 |           |   |               |  |               |   |               |   |  |   |      |   |  |   |     
|                              | First quarter   |           | $ | 84,291        |  |               | $ | 27,249        | 2 |  | $ | 0.25 | 2 |  | $ | 0.25 | 2
|                              | Second quarter3 |           |   | 83,301        |  |               |   | 36,229        | 2 |  |   | 0.35 | 2 |  |   | 0.35 | 2
|                              | Third quarter   |           |   | 81,540        |  |               |   | 32,233        |   |  |   | 0.30 |   |  |   | 0.30 |  
|                              | Fourth quarter  |           |   | 85,843        |  |               |   | 27,370        | 2 |  |   | 0.25 | 2 |  |   | 0.25 | 2
|Year Ended December 31, 1999: |                 |           |   |               |  |               |   |               |   |  |   |      |   |  |   |     
|                              | First quarter   |           | $ | 84,831        |  |               | $ | 39,669        |   |  | $ | 0.38 |   |  | $ | 0.38 |  
|                              | Second quarter  |           |   | 83,234        |  |               |   | 31,788        | 4 |  |   | 0.29 | 4 |  |   | 0.29 | 4
|                              | Third quarter   |           |   | 83,986        |  |               |   | 34,688        |   |  |   | 0.33 |   |  |   | 0.32 |  
|                              | Fourth quarter  |           |   | 84,953        |  |               |   | 43,368        |   |  |   | 0.43 |   |  |   | 0.42 |  



---



|  |                                                                                                                                           
|- | ------------------------------------------------------------------------------------------------------------------------------------------
|1 | Amounts have been adjusted to give effect to the
	Companys sale of its garden apartment community portfolio                              
| 
|2 | Includes severance costs of $2.7 million in
	the first quarter, $0.9 million in the second quarter and
	$1.3 million in the fourth quarter
| 
|3 | Net income before extraordinary item of $35,471;
	earnings per share before extraordinary item; basic and diluted
	$0.34                  
| 
|4 | Includes severance costs of $8.5 million                                                                                                  
| 
|5 | Includes severance costs of $0.9 million                                                                                                  

F-27



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

26. Environmental Matters

Under various federal, state and local laws,
ordinances and regulations, the Company may be considered an
owner or operator of real property or may have arranged for the
disposal or treatment of hazardous or toxic substances and,
therefore, may become liable for the costs of removal or
remediation of certain hazardous substances released on or in
its property or disposed of by it, as well as certain other
potential costs which could relate to hazardous or toxic
substances (including governmental fines and injuries to persons
and property). Such liability may be imposed whether or not the
Company knew of, or was responsible for, the presence of these
hazardous or toxic substances. As is common with neighborhood
and community shopping centers, many of the Companys
properties had or have on-site dry cleaners and/or on-site
gasoline facilities. These operations could potentially result
in environmental contamination at the properties. Except as
discussed below, the Company is not aware of any significant
environmental condition at any of its properties.

The Company is aware that soil and groundwater
contamination exists at certain of its properties. The primary
contaminants of concern at these properties include
perchloroethylene and trichloroethylene (associated with the
operations of on-site dry cleaners) and petroleum hydrocarbons
(associated with the operations of on-site gasoline facilities).
The Company currently estimates that the total remaining cost of
remediation of environmental conditions for these properties
will not exceed $3 million, although there can be no
assurance that this estimate will prove accurate. In connection
with some properties, the Company has entered into remediation
and indemnity agreements, which obligate the prior owners to
perform the remediation and to indemnify the Company for any
losses the Company may suffer because of the contamination or
remediation. In connection with some other properties, the
Company has assumed the obligation to perform the necessary
remediation in connection with its purchase of the properties
and in some cases an escrow has been established to provide the
funds necessary to pay for the remediation costs. In connection
with some other properties, the current or former tenants at the
properties are in the process of, or are responsible for,
performing the necessary remediation.

In addition to the environmental conditions
discussed above, asbestos-containing materials (associated with
spray applied fireproofing materials) exist at some of the
Companys properties. The Company currently estimates that
the total cost of abatement of asbestos-containing materials at
these properties would be approximately $3.2 million,
although there can be no assurance that this estimate will prove
accurate. Included in other liabilities in its Consolidated
Balance Sheet as of December 31, 2001 and 2000 is $3.2
million related to the clean-up of certain asbestos-containing
materials.

While the Company does not expect the
environmental conditions at its properties, considered as a
whole, to have a material adverse effect on the Company, there
can be no assurance that its remediation estimates will prove
accurate, that the prior owners or current or former tenants
will perform their obligations to remediate, or that established
escrow funds will be sufficient to pay for all necessary
remediation costs. Further, no assurance can be given that any
environmental studies performed have identified or will identify
all material environmental conditions, that any prior owner of
the properties did not create a material environmental condition
not known to the Company or that a material environmental
condition does not otherwise exist with respect to any of the
Companys properties.

27. Subsequent Events

On January 13, 2002, the Company entered
into a definitive agreement with CenterAmerica Property Trust,
L.P., a private company majority owned by Morgan Stanley Real
Estate Fund II, to acquire 92 community and neighborhood
shopping centers (the Portfolio Acquisition). The
transaction closed on March 1, 2002. The 92 shopping
centers contain an aggregate of approximately 10.4 million
square feet of gross leasable area. As part of the transaction,
the Company also acquired a 10% managing membership interest in
a joint venture with a private U.S. pension fund. The joint
venture currently owns 13 grocery-anchored shopping centers
located in six states. The aggregate purchase price for the
acquisition was

F-28



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS  (Continued)

approximately $654 million, consisting of
approximately $365 million in cash and the assumption of
approximately $289 million of outstanding debt. The cash
component of the acquisition was financed with the proceeds of a
public equity offering of the Companys common stock and
with borrowings under the Companys existing credit
facilities and an interim facility.

To facilitate the Portfolio Acquisition, on
December 27, 2001, the Company entered into amendments to
its existing unsecured senior revolving credit facilities with
The Bank of New York and its existing unsecured senior term loan
facility with Fleet National Bank. Under these amendments, two
of the Companys financial covenants were modified,
effective March 1, 2002 (the closing date of the Portfolio
Acquisition). Specifically, the banks agreed to raise the limit
on the Companys permitted consolidated total indebtedness
from 55% of total capital to 57.5% of total capital, and to
raise the limit on the Companys permitted consolidated
unsecured indebtedness from 50% of the value of its unencumbered
assets to 55% of the value of its unencumbered assets. In both
cases, the increased debt levels are permitted only until such
time as the Company engages in capital transactions (such as
equity offerings or assets sales), from and after
January 13, 2002 that raise a total of at least $200
million of net proceeds.

During the fourth quarter of fiscal 2001, the
Companys board of directors declared a cash dividend of
$0.4125 per share of common stock. On an annualized basis, this
is the equivalent of $1.65 per share of common stock. The
dividend was paid on January 15, 2002 to common stock
holders of record on January 2, 2002.

On January 22, 2002, Kmart Corporation, the
Companys largest tenant, filed for bankruptcy protection
under Chapter 11 of the federal bankruptcy laws. Prior to
the bankruptcy filing, the Company leased space at 40 of its
shopping centers to Kmart. Kmart has since rejected the leases
at two locations. An additional two locations are subleased or
assigned to third parties.

The 36 remaining Kmart locations, all of which
currently are physically occupied, contain a total of
3.4 million square feet of gross leasable area, or
approximately 8.9% of the Companys total gross leasable
area. As of December 31, 2001, Kmarts annualized base rent
for these 36 locations was $14.9 million, or approximately $4.45
per square foot, which represented 5.6% of the Companys
total annualized base rent. In addition, three of the 92
shopping centers acquired in the Portfolio Acquisition contain
Kmart stores. As of December 31, 2001, on a pro forma basis
and excluding the two leases which Kmart has already rejected
and the two subleased or assigned locations, Kmarts
annualized base rent for the 39 locations was approximately
$16.1 million, or approximately $4.42 per square foot,
which would represent approximately 4.8% of the Companys
total annualized base rent.

On January 29, 2002, the Company completed a
public offering of 6,900,000 of its common shares at $18.52 per
share. The net proceeds to the Company from the offering were
approximately $120.7 million, and were used initially to
pay down amounts outstanding under the Companys revolving
credit facilities (which amounts were subsequently re-drawn to
finance the Portfolio Acquisition).

On March 1, 2002, the Company entered into a
new $125 million senior unsecured term loan facility with
Fleet National Bank. The new facility bears interest, at the
Companys option, at either LIBOR plus a spread based upon
the Companys credit ratings, which spread currently would
be 90 basis points, or at the higher of Fleet National
Banks prime rate (plus 25 basis points in specified
circumstances) or 50 basis points above the federal funds rate.
The facility matures on February 28, 2003. The loan
agreement prepared in connection with the new facility contains
covenants substantially similar to those included in the
Companys existing term loan facility with Fleet National
Bank and its two existing revolving credit facilities with The
Bank of New York. The proceeds of the loan were used to finance
a portion of the Portfolio Acquisition.

On March 1, 2002, Scott MacDonald was
appointed Chief Operating Officer and President of the Company.
Mr. MacDonald was previously the Chief Executive Officer
and President of CenterAmerica Property Trust, L.P.

F-29



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES



SCHEDULE II  VALUATION AND
QUALIFYING ACCOUNTS


(in thousands)


|                                 |                              |              |   |            |  |             |   |            |  |  |   |       |  |  |   |        | 
|-------------------------------- | ---------------------------- | ------------ | - | ---------- |  | ----------- | - | ---------- |  |  | - | ----- |  |  | - | ------ | 
|                                 |                              |              |   | Additions  |  | Deductions  |   |           
|                                 |                              |              |   |            |  |             |   |           
|                                 |                              | Balances at  |   | Charged to |  | Accounts    |   | Balance at
|                                 |                              | Beginning of |   | Bad Debt   |  | Receivable  |   | End of    
|                                 |                              | Period       |   | Expense    |  | Written Off |   | Period    
|                                 |                              |              |   |            |  |             |   |           
|Allowance for doubtful accounts: |                              |              |   |            |  |             |   |            |  |  |   |       |  |  |   |       
|                                 | Year ended December 31, 2001 |              | $ | 12,816     |  |             | $ | 6,453      |  |  | $ | 3,636 |  |  | $ | 15,633 | 
|                                 |                              |              |   |            |  |             |   |            |  |  |   |       |  |  |   |       
|                                 | Year ended December 31, 2000 |              | $ | 13,897     |  |             | $ | 4,372      |  |  | $ | 5,453 |  |  | $ | 12,816 | 
|                                 |                              |              |   |            |  |             |   |            |  |  |   |       |  |  |   |       
|                                 | Year ended December 31, 1999 |              | $ | 11,636     |  |             | $ | 5,268      |  |  | $ | 3,007 |  |  | $ | 13,897 | 
|                                 |                              |              |   |            |  |             |   |            |  |  |   |       |  |  |   |       

F-30



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                  |  |              |           |                         |  |                  |           |                                  |  |        |            |              |  |       |         |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|--------------------------------- |  | ------------ | --------- | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | ------ | ---------- | ------------ |  | ----- | ------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                  |  |              |           |                         |  |                  |           |                                  |  | COLUMN
|COLUMN A                          |  | COLUMN B     |           | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | F     
|                                  |  |              |           |                         |  |                  |           |                                  |  |       
|                                  |  |              |           |                         |  | Cost Capitalized |           |                                  |  |       
|                                  |  |              |           |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |       
|                                  |  |              |           | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |       
|                                  |  |              |           |                         |  |                  |           |                                  |  |       
|                                  |  |              |           |                         |  | Building &       |           |                                  |  |        |            | Building &   |  |       |         | Accumulated 
|Description                       |  | Encumbrances |           | Land                    |  | Improvements     |           | Improvements                     |  | Land   |            | Improvements |  | Total |         | Depreciation
|                                  |  |              |           |                         |  |                  |           |                                  |  |        |            |              |  |       |         |             
|Retail                            |  |              |           |                         |  |                  |           |                                  |  |        |            |              |  |       |         |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|Cloverdale Village
	Florence, AL  |  |              |           |                         |  |                  | 634,152   |                                  |  |        | 2,536,606  |              |  |       | 15,331  |              |  |  | 634,152   |  |  |  | 2,551,937  |  |  |  | 3,186,089  |  |  |  | 460,041   | 
|Riverview Plaza
	Gadsden, AL      |  |              | 5,333,672 |                         |  |                  | 2,072,169 |                                  |  |        | 8,286,847  |              |  |       | 15,828  |              |  |  | 2,072,169 |  |  |  | 8,302,675  |  |  |  | 10,374,844 |  |  |  | 659,788   | 
|Grants Mill Station
	Irondale, AL |  |              | 7,435,288 |                         |  |                  | 2,888,819 |                                  |  |        | 11,555,308 |              |  |       | 132,309 |              |  |  | 2,888,819 |  |  |  | 11,687,617 |  |  |  | 14,576,436 |  |  |  | 940,026   | 
|Kroger
	Muscle Shoals, AL         |  |              |           |                         |  |                  | 102,822   |                                  |  |        | 396,597    |              |  |       |         |              |  |  | 102,822   |  |  |  | 396,597    |  |  |  | 499,419    |  |  |  | 32,797    | 
|Kroger
	Muscle Shoals, AL         |  |              |           |                         |  |                  | 429,999   |                                  |  |        | 1,659,638  |              |  |       |         |              |  |  | 429,999   |  |  |  | 1,659,638  |  |  |  | 2,089,637  |  |  |  | 137,238   | 
|Kroger
	Scottsboro, AL            |  |              |           |                         |  |                  | 369,815   |                                  |  |        | 1,427,451  |              |  |       |         |              |  |  | 369,815   |  |  |  | 1,427,451  |  |  |  | 1,797,266  |  |  |  | 118,029   | 
|Payton Park
	Sylacauga, AL        |  |              |           |                         |  |                  | 3,584,697 |                                  |  |        | 14,339,021 |              |  |       | 65,500  |              |  |  | 3,584,697 |  |  |  | 14,404,521 |  |  |  | 17,989,218 |  |  |  | 1,155,288 | 
|Kmart
	Pine Bluff, AR             |  |              |           |                         |  |                  | 490,287   |                                  |  |        | 1,892,539  |              |  |       |         |              |  |  | 490,287   |  |  |  | 1,892,539  |  |  |  | 2,382,826  |  |  |  | 156,490   | 
|Glendale Galleria
	Glendale, AZ   |  |              |           |                         |  |                  | 2,869,504 |                                  |  |        | 11,478,248 |              |  |       | 173,546 |              |  |  | 2,869,504 |  |  |  | 11,651,794 |  |  |  | 14,521,298 |  |  |  | 953,667   | 
|Kmart Plaza
	Mesa, AZ             |  |              |           |                         |  |                  | 1,147,194 |                                  |  |        | 4,588,778  |              |  |       | 147,013 |              |  |  | 1,147,194 |  |  |  | 4,735,791  |  |  |  | 5,882,985  |  |  |  | 393,072   | 
|Lucky
	Mesa, AZ                   |  |              |           |                         |  |                  | 243,862   |                                  |  |        | 946,071    |              |  |       |         |              |  |  | 243,862   |  |  |  | 946,071    |  |  |  | 1,189,933  |  |  |  | 72,059    | 
|Southern Village Mesa
	Mesa, AZ   |  |              |           |                         |  |                  | 1,712,353 |                                  |  |        | 6,849,509  |              |  |       | 88,625  |              |  |  | 1,712,353 |  |  |  | 6,938,134  |  |  |  | 8,650,487  |  |  |  | 565,082   | 
|Sun Valley Plaza
	Mesa, AZ        |  |              |           |                         |  |                  | 1,188,094 |                                  |  |        | 4,752,619  |              |  |       | 317,600 |              |  |  | 1,188,094 |  |  |  | 5,070,219  |  |  |  | 6,258,313  |  |  |  | 401,516   | 
|Lucky
	Phoenix, AZ                |  |              |           |                         |  |                  | 298,236   |                                  |  |        | 1,156,132  |              |  |       |         |              |  |  | 298,236   |  |  |  | 1,156,132  |  |  |  | 1,454,368  |  |  |  | 95,321    | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                  |  |             |         |          |  |               |        |  |  |  |          | 
|--------------------------------- |  | ----------- | ------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|                                  |  | COLUMN      |         |          |  |              
|COLUMN A                          |  | G           |         | COLUMN H |  | COLUMN I     
|                                  |  |             |         |          |  |              
|                                  |  |             |         |          |  | Life on Which
|                                  |  |             |         |          |  | Depreciated 
|                                  |  | Date        |         | Date     |  | Latest Income
|Description                       |  | Constructed |         | Acquired |  | Statement    
|                                  |  |             |         |          |  |              
|Retail                            |  |             |         |          |  |               |        |  |  |  |          | 
|Cloverdale Village
	Florence, AL  |  |             | 1986    |          |  |               | Oct 94 |  |  |  | 40 Years | 
|Riverview Plaza
	Gadsden, AL      |  |             | 1995    |          |  |               | Oct 95 |  |  |  | 40 Years | 
|Grants Mill Station
	Irondale, AL |  |             | 1991    |          |  |               | Jul 98 |  |  |  | 40 Years | 
|Kroger
	Muscle Shoals, AL         |  |             | 1982    |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Kroger
	Muscle Shoals, AL         |  |             | 1982    |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Kroger
	Scottsboro, AL            |  |             | 1981    |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Payton Park
	Sylacauga, AL        |  |             | 1995    |          |  |               | Jul 98 |  |  |  | 40 Years | 
|Kmart
	Pine Bluff, AR             |  |             | 1981    |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Glendale Galleria
	Glendale, AZ   |  |             | 1989-91 |          |  |               | Aug 97 |  |  |  | 40 Years | 
|Kmart Plaza
	Mesa, AZ             |  |             | 1970    |          |  |               | Dec 90 |  |  |  | 40 Years | 
|Lucky
	Mesa, AZ                   |  |             | 1982    |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Southern Village Mesa
	Mesa, AZ   |  |             | 1986,97 |          |  |               | Aug 97 |  |  |  | 40 Years | 
|Sun Valley Plaza
	Mesa, AZ        |  |             | 1981    |          |  |               | May 94 |  |  |  | 40 Years | 
|Lucky
	Phoenix, AZ                |  |             | 1982    |          |  |               | Jan 94 |  |  |  | 40 Years | 

F-31



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                       |  |              |            |                         |  |                  |           |                                  |  |          |            |              |  |       |            |              |  |  |           |   |  |  |            |  |  |  |            |  |  |  |           | 
|-------------------------------------- |  | ------------ | ---------- | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | ---------- | ------------ |  | ----- | ---------- | ------------ |  |  | --------- | - |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                       |  |              |            |                         |  |                  |           |                                  |  |         
|COLUMN A                               |  | COLUMN B     |            | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                       |  |              |            |                         |  |                  |           |                                  |  |         
|                                       |  |              |            |                         |  | Cost Capitalized |           |                                  |  |         
|                                       |  |              |            |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                       |  |              |            | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                       |  |              |            |                         |  |                  |           |                                  |  |         
|                                       |  |              |            |                         |  | Building &       |           |                                  |  |          |            | Building &   |  |       |            | Accumulated 
|Description                            |  | Encumbrances |            | Land                    |  | Improvements     |           | Improvements                     |  | Land     |            | Improvements |  | Total |            | Depreciation
|                                       |  |              |            |                         |  |                  |           |                                  |  |          |            |              |  |       |            |             
|Retail                                 |  |              |            |                         |  |                  |           |                                  |  |          |            |              |  |       |            |              |  |  |           |   |  |  |            |  |  |  |            |  |  |  |           | 
|Metro Marketplace
	Phoenix, AZ         |  |              |            |                         |  |                  | 5,098,702 |                                  |  |          | 20,521,995 |              |  |       | 142,232    |              |  |  | 5,098,702 |   |  |  | 20,664,227 |  |  |  | 25,762,929 |  |  |  | 1,645,462 | 
|Q Club
	Phoenix, AZ                    |  |              |            |                         |  |                  | 1,830,245 |                                  |  |          | 7,320,951  |              |  |       |            |              |  |  | 1,830,245 |   |  |  | 7,320,951  |  |  |  | 9,151,196  |  |  |  | 590,791   | 
|Genzyme
	Scottsdale, AZ                |  |              |            |                         |  |                  | 491,910   |                                  |  |          | 1,897,261  |              |  |       |            |              |  |  | 491,910   |   |  |  | 1,897,261  |  |  |  | 2,389,171  |  |  |  | 156,952   | 
|Q Club
	Scottsdale, AZ                 |  |              |            |                         |  |                  | 1,794,808 |                                  |  |          | 7,374,597  |              |  |       |            |              |  |  | 1,794,808 |   |  |  | 7,374,597  |  |  |  | 9,169,405  |  |  |  | 595,120   | 
|Northmall Centre
	Tucson, AZ           |  |              |            |                         |  |                  | 4,762,481 |                                  |  |          | 12,630,121 |              |  |       | 707,640    |              |  |  | 4,762,481 |   |  |  | 13,337,761 |  |  |  | 18,100,242 |  |  |  | 1,096,919 | 
|Bakersfield Plaza
	Bakersfield, CA     |  |              | 15,106,689 |                         |  |                  | (28,534   | )                                |  |          | 27,542,529 |              |  |       | 148,515    |              |  |  | (28,534   | ) |  |  | 27,691,044 |  |  |  | 27,662,510 |  |  |  | 1,859,177 | 
|Factory Merchants Barstow
	Barstow, CA |  |              |            |                         |  |                  | 5,730,337 |                                  |  |          | 22,936,349 |              |  |       | 13,412,568 |              |  |  | 5,730,337 |   |  |  | 36,348,917 |  |  |  | 42,079,254 |  |  |  | 7,945,940 | 
|Kinkos/ Sony
	Burbank, CA             |  |              |            |                         |  |                  | 1,153,334 |                                  |  |          | 4,613,209  |              |  |       | 127,161    |              |  |  | 1,153,334 |   |  |  | 4,740,370  |  |  |  | 5,893,704  |  |  |  | 426,970   | 
|Carmen Plaza
	Camarillo, CA            |  |              |            |                         |  |                  | 1,872,708 |                                  |  |          | 7,491,044  |              |  |       | 1,598,167  |              |  |  | 1,872,708 |   |  |  | 9,089,211  |  |  |  | 10,961,919 |  |  |  | 620,479   | 
|Coachella Plaza
	Coachella, CA         |  |              |            |                         |  |                  | 263,529   |                                  |  |          | 1,054,118  |              |  |       | 25,026     |              |  |  | 263,529   |   |  |  | 1,079,144  |  |  |  | 1,342,673  |  |  |  | 91,081    | 
|Cudahy Plaza
	Cudahy, CA               |  |              | 5,002,646  |                         |  |                  |           |                                  |  |          | 9,972,361  |              |  |       | 147,364    |              |  |  |           |   |  |  | 10,119,725 |  |  |  | 10,119,725 |  |  |  | 687,922   | 
|Arbor Faire
	Fresno, CA                |  |              |            |                         |  |                  | 4,378,813 |                                  |  |          | 17,624,497 |              |  |       |            |              |  |  | 4,378,813 |   |  |  | 17,624,497 |  |  |  | 22,003,310 |  |  |  | 1,406,601 | 
|Broadway Faire
	Fresno, CA             |  |              |            |                         |  |                  | 2,795,383 |                                  |  |          | 11,181,648 |              |  |       |            |              |  |  | 2,795,383 |   |  |  | 11,181,648 |  |  |  | 13,977,031 |  |  |  | 896,193   | 
|Briggsmore Plaza
	Modesto, CA          |  |              | 693,162    |                         |  |                  | 1,663,885 |                                  |  |          | 6,653,828  |              |  |       | 135,789    |              |  |  | 1,663,885 |   |  |  | 6,789,617  |  |  |  | 8,453,502  |  |  |  | 536,785   | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                       |  |             |         |          |  |               |        |  |  |  |          | 
|-------------------------------------- |  | ----------- | ------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                               |  | COLUMN G    |         | COLUMN H |  | COLUMN I     
|                                       |  |             |         |          |  |              
|                                       |  |             |         |          |  | Life on Which
|                                       |  |             |         |          |  | Depreciated 
|                                       |  | Date        |         | Date     |  | Latest Income
|Description                            |  | Constructed |         | Acquired |  | Statement    
|                                       |  |             |         |          |  |              
|Retail                                 |  |             |         |          |  |               |        |  |  |  |          | 
|Metro Marketplace
	Phoenix, AZ         |  |             | 1988    |          |  |               | Jun 91 |  |  |  | 40 Years | 
|Q Club
	Phoenix, AZ                    |  |             | 1994    |          |  |               | May 94 |  |  |  | 40 Years | 
|Genzyme
	Scottsdale, AZ                |  |             | 1971    |          |  |               | Dec 90 |  |  |  | 40 Years | 
|Q Club
	Scottsdale, AZ                 |  |             | 1994    |          |  |               | Aug 94 |  |  |  | 40 Years | 
|Northmall Centre
	Tucson, AZ           |  |             | 1995-96 |          |  |               | Dec 96 |  |  |  | 40 Years | 
|Bakersfield Plaza
	Bakersfield, CA     |  |             | 1970    |          |  |               | Jun 97 |  |  |  | 40 Years | 
|Factory Merchants Barstow
	Barstow, CA |  |             | 1989    |          |  |               | Nov 93 |  |  |  | 40 Years | 
|Kinkos/ Sony
	Burbank, CA             |  |             | 1988    |          |  |               | May 89 |  |  |  | 40 Years | 
|Carmen Plaza
	Camarillo, CA            |  |             | 1971    |          |  |               | Jun 97 |  |  |  | 40 Years | 
|Coachella Plaza
	Coachella, CA         |  |             | 1991    |          |  |               | Jun 97 |  |  |  | 40 Years | 
|Cudahy Plaza
	Cudahy, CA               |  |             | 1968    |          |  |               | Jun 97 |  |  |  | 40 Years | 
|Arbor Faire
	Fresno, CA                |  |             | 1993    |          |  |               | Apr 97 |  |  |  | 40 Years | 
|Broadway Faire
	Fresno, CA             |  |             | 1993    |          |  |               | Apr 97 |  |  |  | 40 Years | 
|Briggsmore Plaza
	Modesto, CA          |  |             | 1974    |          |  |               | Jun 97 |  |  |  | 40 Years | 

F-32



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                          |  |              |            |                         |  |                  |            |                                  |  |          |            |              |  |       |           |              |  |  |            |  |  |  |            |  |  |  |            |  |  |  |           | 
|----------------------------------------- |  | ------------ | ---------- | ----------------------- |  | ---------------- | ---------- | -------------------------------- |  | -------- | ---------- | ------------ |  | ----- | --------- | ------------ |  |  | ---------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                          |  |              |            |                         |  |                  |            |                                  |  |         
|COLUMN A                                  |  | COLUMN B     |            | COLUMN C                |  | COLUMN D         |            | COLUMN E                         |  | COLUMN F
|                                          |  |              |            |                         |  |                  |            |                                  |  |         
|                                          |  |              |            |                         |  | Cost Capitalized |            |                                  |  |         
|                                          |  |              |            |                         |  | Subsequent to    |            | Gross Amount at Which Carried at |  |         
|                                          |  |              |            | Initial Cost to Company |  | Acquisition      |            | the Close of the Period          |  |         
|                                          |  |              |            |                         |  |                  |            |                                  |  |         
|                                          |  |              |            |                         |  | Building &       |            |                                  |  |          |            | Building &   |  |       |           | Accumulated 
|Description                               |  | Encumbrances |            | Land                    |  | Improvements     |            | Improvements                     |  | Land     |            | Improvements |  | Total |           | Depreciation
|                                          |  |              |            |                         |  |                  |            |                                  |  |          |            |              |  |       |           |             
|Retail                                    |  |              |            |                         |  |                  |            |                                  |  |          |            |              |  |       |           |              |  |  |            |  |  |  |            |  |  |  |            |  |  |  |           | 
|Montebello Plaza
	Montebello, CA          |  |              | 6,707,036  |                         |  |                  | 5,801,166  |                                  |  |          | 23,202,411 |              |  |       | 426,713   |              |  |  | 5,801,166  |  |  |  | 23,629,124 |  |  |  | 29,430,290 |  |  |  | 1,883,136 | 
|Paradise Plaza
	Paradise, CA              |  |              | 2,339,136  |                         |  |                  | 1,709,966  |                                  |  |          | 6,840,630  |              |  |       | 105,333   |              |  |  | 1,709,966  |  |  |  | 6,945,963  |  |  |  | 8,655,929  |  |  |  | 550,524   | 
|Metro 580 Shopping Center
	Pleasanton, CA |  |              |            |                         |  |                  | 5,876,389  |                                  |  |          | 23,651,921 |              |  |       | 46,000    |              |  |  | 5,876,389  |  |  |  | 23,697,921 |  |  |  | 29,574,310 |  |  |  | 1,894,131 | 
|Rose Pavilion
	Pleasanton, CA             |  |              |            |                         |  |                  | 11,355,146 |                                  |  |          | 45,703,524 |              |  |       | 180,925   |              |  |  | 11,355,146 |  |  |  | 45,884,449 |  |  |  | 57,239,595 |  |  |  | 3,675,162 | 
|Stein Mart Center
	Poway, CA              |  |              |            |                         |  |                  | 995,769    |                                  |  |          | 3,949,885  |              |  |       | 28,613    |              |  |  | 995,769    |  |  |  | 3,978,498  |  |  |  | 4,974,267  |  |  |  | 49,581    | 
|San Dimas Plaza
	San Dimas, CA            |  |              | 7,675,344  |                         |  |                  | 4,435,649  |                                  |  |          | 17,691,859 |              |  |       | 84,975    |              |  |  | 4,435,649  |  |  |  | 17,776,834 |  |  |  | 22,212,483 |  |  |  | 1,415,407 | 
|Bristol Plaza
	Santa Ana, CA              |  |              | 9,061,050  |                         |  |                  |            |                                  |  |          | 15,179,980 |              |  |       | 264,329   |              |  |  |            |  |  |  | 15,444,309 |  |  |  | 15,444,309 |  |  |  | 1,030,878 | 
|Vail Ranch Center
	Temecula, CA           |  |              |            |                         |  |                  | 2,630,621  |                                  |  |          | 10,522,619 |              |  |       |           |              |  |  | 2,630,621  |  |  |  | 10,522,619 |  |  |  | 13,153,240 |  |  |  | 843,372   | 
|Arapahoe Crossings
	Aurora, CO            |  |              |            |                         |  |                  | 17,975,228 |                                  |  |          | 44,006,804 |              |  |       | 1,203,177 |              |  |  | 17,975,228 |  |  |  | 45,209,981 |  |  |  | 63,185,209 |  |  |  | 276,322   | 
|Pueblo I
	Pueblo, CO                      |  |              |            |                         |  |                  | 141,221    |                                  |  |          | 564,854    |              |  |       |           |              |  |  | 141,221    |  |  |  | 365,240    |  |  |  | 506,461    |  |  |  | 31,462    | 
|Westminster City Centre
	Westminster, CO  |  |              | 28,960,233 |                         |  |                  | 12,256,884 |                                  |  |          | 49,332,701 |              |  |       | 55,155    |              |  |  | 12,256,884 |  |  |  | 49,387,856 |  |  |  | 61,644,740 |  |  |  | 3,948,731 | 
|Doverama @ Rodney Village
	Dover, DE      |  |              |            |                         |  |                  | 50,755     |                                  |  |          | 311,781    |              |  |       |           |              |  |  | 50,755     |  |  |  | 311,781    |  |  |  | 362,536    |  |  |  | 102,331   | 
|Rodney Village
	Dover, DE                 |  |              |            |                         |  |                  | 1,202,551  |                                  |  |          | 1,244,315  |              |  |       | 1,816,813 |              |  |  | 1,202,551  |  |  |  | 3,061,128  |  |  |  | 4,263,679  |  |  |  | 2,004,574 | 
|Food Lion
	Brandon, FL                    |  |              |            |                         |  |                  | 390,830    |                                  |  |          | 1,513,044  |              |  |       |           |              |  |  | 390,830    |  |  |  | 1,513,044  |  |  |  | 1,903,874  |  |  |  | 124,842   | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                          |  |             |         |          |  |               |        |  |  |  |          | 
|----------------------------------------- |  | ----------- | ------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                  |  | COLUMN G    |         | COLUMN H |  | COLUMN I     
|                                          |  |             |         |          |  |              
|                                          |  |             |         |          |  | Life on Which
|                                          |  |             |         |          |  | Depreciated 
|                                          |  | Date        |         | Date     |  | Latest Income
|Description                               |  | Constructed |         | Acquired |  | Statement    
|                                          |  |             |         |          |  |              
|Retail                                    |  |             |         |          |  |               |        |  |  |  |          | 
|Montebello Plaza
	Montebello, CA          |  |             | 1974    |          |  |               | Jun 97 |  |  |  | 40 Years | 
|Paradise Plaza
	Paradise, CA              |  |             | 1979    |          |  |               | Jun 97 |  |  |  | 40 Years | 
|Metro 580 Shopping Center
	Pleasanton, CA |  |             | 1995-96 |          |  |               | Sep 97 |  |  |  | 40 Years | 
|Rose Pavilion
	Pleasanton, CA             |  |             | 1987    |          |  |               | Feb 98 |  |  |  | 40 Years | 
|Stein Mart Center
	Poway, CA              |  |             | 1981    |          |  |               | Jan 01 |  |  |  | 40 Years | 
|San Dimas Plaza
	San Dimas, CA            |  |             | 1986-88 |          |  |               | Oct 97 |  |  |  | 40 Years | 
|Bristol Plaza
	Santa Ana, CA              |  |             | 1972    |          |  |               | Jun 97 |  |  |  | 40 Years | 
|Vail Ranch Center
	Temecula, CA           |  |             | 1997    |          |  |               | Dec 97 |  |  |  | 40 Years | 
|Arapahoe Crossings
	Aurora, CO            |  |             | 1996    |          |  |               | Oct 01 |  |  |  | 40 Years | 
|Pueblo I
	Pueblo, CO                      |  |             | 1977    |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Westminster City Centre
	Westminster, CO  |  |             | 1996    |          |  |               | Dec 97 |  |  |  | 40 Years | 
|Doverama @ Rodney Village
	Dover, DE      |  |             | 1969    |          |  |               | Oct 88 |  |  |  | 40 Years | 
|Rodney Village
	Dover, DE                 |  |             | 1959    |          |  |               | Jan 69 |  |  |  | 40 Years | 
|Food Lion
	Brandon, FL                    |  |             | 1982    |          |  |               | Aug 93 |  |  |  | 40 Years | 

F-33



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION


December 31, 2001


|                                                       |  |              |           |                         |  |                  |            |                                  |  |          |             |              |  |       |            |              |  |  |            |  |  |  |             |  |  |  |             |  |  |  |           | 
|------------------------------------------------------ |  | ------------ | --------- | ----------------------- |  | ---------------- | ---------- | -------------------------------- |  | -------- | ----------- | ------------ |  | ----- | ---------- | ------------ |  |  | ---------- |  |  |  | ----------- |  |  |  | ----------- |  |  |  | --------- | 
|                                                       |  |              |           |                         |  |                  |            |                                  |  |         
|COLUMN A                                               |  | COLUMN B     |           | COLUMN C                |  | COLUMN D         |            | COLUMN E                         |  | COLUMN F
|                                                       |  |              |           |                         |  |                  |            |                                  |  |         
|                                                       |  |              |           |                         |  | Cost Capitalized |            |                                  |  |         
|                                                       |  |              |           |                         |  | Subsequent to    |            | Gross Amount at Which Carried at |  |         
|                                                       |  |              |           | Initial Cost to Company |  | Acquisition      |            | the Close of the Period          |  |         
|                                                       |  |              |           |                         |  |                  |            |                                  |  |         
|                                                       |  |              |           |                         |  | Building &       |            |                                  |  |          |             | Building &   |  |       |            | Accumulated 
|Description                                            |  | Encumbrances |           | Land                    |  | Improvements     |            | Improvements                     |  | Land     |             | Improvements |  | Total |            | Depreciation
|                                                       |  |              |           |                         |  |                  |            |                                  |  |          |             |              |  |       |            |             
|Retail                                                 |  |              |           |                         |  |                  |            |                                  |  |          |             |              |  |       |            |              |  |  |            |  |  |  |             |  |  |  |             |  |  |  |           | 
|Brooksville Square
	Brooksville, FL                    |  |              |           |                         |  |                  | 1,373,719  |                                  |  |          | 5,494,698   |              |  |       | 86,465     |              |  |  | 1,373,719  |  |  |  | 5,581,163   |  |  |  | 6,954,882   |  |  |  | 445,369   | 
|KMart #7513
	Brooksville, FL                           |  |              |           |                         |  |                  | 1,346,436  |                                  |  |          | 5,385,720   |              |  |       |            |              |  |  | 1,346,436  |  |  |  | 5,385,720   |  |  |  | 6,732,156   |  |  |  | 434,620   | 
|Clearwater Mall
	Clearwater, FL                        |  |              |           |                         |  |                  | 6,306,903  |                                  |  |          | 22,549,652  |              |  |       | 3,401,929  |              |  |  | 6,306,903  |  |  |  | 25,951,581  |  |  |  | 32,258,484  |  |  |  | 1,973,618 | 
|Northgate Shopping Center
	Deland, FL                  |  |              | 7,692,050 |                         |  |                  | 2,957,640  |                                  |  |          | 11,830,664  |              |  |       | 42,050     |              |  |  | 2,957,640  |  |  |  | 11,872,714  |  |  |  | 14,830,354  |  |  |  | 958,398   | 
|Regency Park Shopping Center
	Jacksonville, FL         |  |              |           |                         |  |                  | 3,888,425  |                                  |  |          | 15,553,501  |              |  |       | 375,369    |              |  |  | 3,888,425  |  |  |  | 15,928,870  |  |  |  | 19,817,295  |  |  |  | 1,783,441 | 
|Eastgate Shopping Center  Lake
	Wales
	Lake Wales, FL |  |              |           |                         |  |                  | 1,542,842  |                                  |  |          | 6,171,548   |              |  |       | 40,431     |              |  |  | 1,542,842  |  |  |  | 3,740,478   |  |  |  | 5,283,320   |  |  |  | 457,103   | 
|Leesburg Square
	Leesburg, FL                          |  |              |           |                         |  |                  | 1,051,639  |                                  |  |          | 4,206,554   |              |  |       | 144,704    |              |  |  | 1,051,639  |  |  |  | 4,351,258   |  |  |  | 5,402,897   |  |  |  | 352,948   | 
|Miami Gardens
	Miami, FL                               |  |              |           |                         |  |                  | 5,418,459  |                                  |  |          | 22,098,501  |              |  |       | 67,685     |              |  |  | 5,418,459  |  |  |  | 22,166,186  |  |  |  | 27,584,645  |  |  |  | 1,771,051 | 
|Mall At 163rd Street
	N Miami, Beach FL                |  |              |           |                         |  |                  | 4,540,914  |                                  |  |          | 10,708,787  |              |  |       | 1,410,673  |              |  |  | 4,540,914  |  |  |  | 12,119,460  |  |  |  | 16,660,374  |  |  |  | 114,639   | 
|Freedom Square
	Naples, FL                             |  |              |           |                         |  |                  | 3,340,254  |                                  |  |          | 13,361,049  |              |  |       | 34,999     |              |  |  | 3,340,254  |  |  |  | 13,396,048  |  |  |  | 16,736,302  |  |  |  | 1,072,036 | 
|Southgate Shopping Center
	New Port Richie, FL         |  |              |           |                         |  |                  | 4,253,341  |                                  |  |          | 3,981,290   |              |  |       | 244,773    |              |  |  | 4,253,341  |  |  |  | 4,226,063   |  |  |  | 8,479,404   |  |  |  | 440,221   | 
|Presidential Plaza
	North Lauderdale, FL               |  |              |           |                         |  |                  | 1,750,441  |                                  |  |          | 3,269,390   |              |  |       | 246,316    |              |  |  | 1,750,441  |  |  |  | 3,515,706   |  |  |  | 5,266,147   |  |  |  | 409,318   | 
|Colonial Marketplace
	Orlando, FL                      |  |              |           |                         |  |                  | 2,524,647  |                                  |  |          | 3,504,446   |              |  |       | 275,173    |              |  |  | 2,524,647  |  |  |  | 3,779,619   |  |  |  | 6,304,266   |  |  |  | 338,193   | 
|Pointe*Orlando
	Orlando, FL                            |  |              |           |                         |  |                  | 23,552,257 |                                  |  |          | 115,478,634 |              |  |       | 23,751,897 |              |  |  | 23,552,257 |  |  |  | 139,230,531 |  |  |  | 162,782,788 |  |  |  | 2,038,007 | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                                       |  |             |          |          |  |               |        |  |  |  |          | 
|------------------------------------------------------ |  | ----------- | -------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                               |  | COLUMN G    |          | COLUMN H |  | COLUMN I     
|                                                       |  |             |          |          |  |              
|                                                       |  |             |          |          |  | Life on Which
|                                                       |  |             |          |          |  | Depreciated 
|                                                       |  | Date        |          | Date     |  | Latest Income
|Description                                            |  | Constructed |          | Acquired |  | Statement    
|                                                       |  |             |          |          |  |              
|Retail                                                 |  |             |          |          |  |               |        |  |  |  |          | 
|Brooksville Square
	Brooksville, FL                    |  |             | 1987     |          |  |               | Mar 94 |  |  |  | 40 Years | 
|KMart #7513
	Brooksville, FL                           |  |             | 1987     |          |  |               | Jun 97 |  |  |  | 40 Years | 
|Clearwater Mall
	Clearwater, FL                        |  |             | 1973     |          |  |               | Dec 97 |  |  |  | 40 Years | 
|Northgate Shopping Center
	Deland, FL                  |  |             | 1993     |          |  |               | Jun 93 |  |  |  | 40 Years | 
|Regency Park Shopping Center
	Jacksonville, FL         |  |             | 1985     |          |  |               | Jun 97 |  |  |  | 40 Years | 
|Eastgate Shopping Center  Lake
	Wales
	Lake Wales, FL |  |             | 1994     |          |  |               | May 94 |  |  |  | 40 Years | 
|Leesburg Square
	Leesburg, FL                          |  |             | 1986     |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Miami Gardens
	Miami, FL                               |  |             | 1996     |          |  |               | Oct 97 |  |  |  | 40 Years | 
|Mall At 163rd Street
	N Miami, Beach FL                |  |             | 1956     |          |  |               | Jan 99 |  |  |  | 40 Years | 
|Freedom Square
	Naples, FL                             |  |             | 1995     |          |  |               | Oct 97 |  |  |  | 40 Years | 
|Southgate Shopping Center
	New Port Richie, FL         |  |             | 1966     |          |  |               | Aug 97 |  |  |  | 40 Years | 
|Presidential Plaza
	North Lauderdale, FL               |  |             | 1977     |          |  |               | Apr 97 |  |  |  | 40 Years | 
|Colonial Marketplace
	Orlando, FL                      |  |             | 1979, 86 |          |  |               | Apr 98 |  |  |  | 40 Years | 
|Pointe*Orlando
	Orlando, FL                            |  |             | 1997     |          |  |               | Jun 95 |  |  |  | 40 Years | 

F-34



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                               |  |              |  |                         |  |                  |           |                                  |  |          |            |              |  |       |            |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|---------------------------------------------- |  | ------------ |  | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | ---------- | ------------ |  | ----- | ---------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                               |  |              |  |                         |  |                  |           |                                  |  |         
|COLUMN A                                       |  | COLUMN B     |  | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                               |  |              |  |                         |  |                  |           |                                  |  |         
|                                               |  |              |  |                         |  | Cost Capitalized |           |                                  |  |         
|                                               |  |              |  |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                               |  |              |  | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                               |  |              |  |                         |  |                  |           |                                  |  |         
|                                               |  |              |  |                         |  | Building &       |           |                                  |  |          |            | Building &   |  |       |            | Accumulated 
|Description                                    |  | Encumbrances |  | Land                    |  | Improvements     |           | Improvements                     |  | Land     |            | Improvements |  | Total |            | Depreciation
|                                               |  |              |  |                         |  |                  |           |                                  |  |          |            |              |  |       |            |             
|Retail                                         |  |              |  |                         |  |                  |           |                                  |  |          |            |              |  |       |            |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|23rd Street Station
	Panama City, FL           |  |              |  |                         |  |                  | 1,849,668 |                                  |  |          | 7,398,843  |              |  |       | 97,710     |              |  |  | 1,849,668 |  |  |  | 7,496,553  |  |  |  | 9,346,221  |  |  |  | 615,086   | 
|Riverwood Shopping Center
	Port Orange, FL     |  |              |  |                         |  |                  | 2,236,444 |                                  |  |          | 1,500,580  |              |  |       | 135,537    |              |  |  | 2,236,444 |  |  |  | 1,636,117  |  |  |  | 3,872,561  |  |  |  | 176,767   | 
|Seminole Plaza
	Seminole, FL                   |  |              |  |                         |  |                  | 2,033,780 |                                  |  |          | 2,215,356  |              |  |       | 397,418    |              |  |  | 2,033,780 |  |  |  | 2,612,774  |  |  |  | 4,646,554  |  |  |  | 280,683   | 
|St. Augustine Outlet Center
	St. Augustine, FL |  |              |  |                         |  |                  | 4,488,742 |                                  |  |          | 14,426,139 |              |  |       | 10,524,350 |              |  |  | 4,488,742 |  |  |  | 24,950,489 |  |  |  | 29,439,231 |  |  |  | 6,620,832 | 
|Rutland Plaza
	St. Petersburg, FL              |  |              |  |                         |  |                  | 1,443,294 |                                  |  |          | 5,773,175  |              |  |       | 370,569    |              |  |  | 1,443,294 |  |  |  | 6,143,744  |  |  |  | 7,587,038  |  |  |  | 795,720   | 
|Albany1
	Albany, GA                            |  |              |  |                         |  |                  | 470,300   |                                  |  |          | 1,881,213  |              |  |       | 57,685     |              |  |  | 470,300   |  |  |  | 1,938,898  |  |  |  | 2,409,198  |  |  |  | 152,375   | 
|Albany Plaza
	Albany, GA                       |  |              |  |                         |  |                  | 696,447   |                                  |  |          | 2,799,786  |              |  |       | 290,910    |              |  |  | 696,447   |  |  |  | 3,090,696  |  |  |  | 3,787,143  |  |  |  | 569,785   | 
|Southgate Plaza  Albany
	Albany, GA           |  |              |  |                         |  |                  | 231,517   |                                  |  |          | 970,811    |              |  |       | 478,019    |              |  |  | 231,517   |  |  |  | 1,448,830  |  |  |  | 1,680,347  |  |  |  | 304,213   | 
|Eastgate Plaza  Americus
	Americus, GA        |  |              |  |                         |  |                  | 221,637   |                                  |  |          | 1,036,331  |              |  |       | 115,577    |              |  |  | 221,637   |  |  |  | 1,151,908  |  |  |  | 1,373,545  |  |  |  | 319,290   | 
|Perlis Plaza
	Americus, GA                     |  |              |  |                         |  |                  | 774,966   |                                  |  |          | 5,301,644  |              |  |       | 881,289    |              |  |  | 774,966   |  |  |  | 6,182,933  |  |  |  | 6,957,899  |  |  |  | 1,758,395 | 
|Sweetwater Village
	Austell, GA                |  |              |  |                         |  |                  | 707,938   |                                  |  |          | 2,831,750  |              |  |       | 42,397     |              |  |  | 707,938   |  |  |  | 2,874,147  |  |  |  | 3,582,085  |  |  |  | 514,921   | 
|Cedar Plaza
	Cedartown, GA                     |  |              |  |                         |  |                  | 928,302   |                                  |  |          | 3,713,207  |              |  |       | 72,721     |              |  |  | 928,302   |  |  |  | 3,763,603  |  |  |  | 4,691,905  |  |  |  | 673,821   | 
|Cordele Square
	Cordele, GA                    |  |              |  |                         |  |                  | 864,335   |                                  |  |          | 3,457,337  |              |  |       | 609,632    |              |  |  | 864,335   |  |  |  | 4,066,969  |  |  |  | 4,931,304  |  |  |  | 1,120,440 | 
|Southgate Plaza  Cordele
	Cordele, GA         |  |              |  |                         |  |                  | 202,682   |                                  |  |          | 958,998    |              |  |       | 242,417    |              |  |  | 202,682   |  |  |  | 1,201,415  |  |  |  | 1,404,097  |  |  |  | 297,719   | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                               |  |             |            |          |  |               |        |  |  |  |          | 
|---------------------------------------------- |  | ----------- | ---------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                       |  | COLUMN G    |            | COLUMN H |  | COLUMN I     
|                                               |  |             |            |          |  |              
|                                               |  |             |            |          |  | Life on Which
|                                               |  |             |            |          |  | Depreciated 
|                                               |  | Date        |            | Date     |  | Latest Income
|Description                                    |  | Constructed |            | Acquired |  | Statement    
|                                               |  |             |            |          |  |              
|Retail                                         |  |             |            |          |  |               |        |  |  |  |          | 
|23rd Street Station
	Panama City, FL           |  |             | 1986       |          |  |               | Jul 98 |  |  |  | 40 Years | 
|Riverwood Shopping Center
	Port Orange, FL     |  |             | 1984, 1996 |          |  |               | Sep 97 |  |  |  | 40 Years | 
|Seminole Plaza
	Seminole, FL                   |  |             | 1964       |          |  |               | Jun 98 |  |  |  | 40 Years | 
|St. Augustine Outlet Center
	St. Augustine, FL |  |             | 1991       |          |  |               | Mar 92 |  |  |  | 40 Years | 
|Rutland Plaza
	St. Petersburg, FL              |  |             | 1964       |          |  |               | Nov 96 |  |  |  | 40 Years | 
|Albany1
	Albany, GA                            |  |             | 1981       |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Albany Plaza
	Albany, GA                       |  |             | 1968       |          |  |               | May 94 |  |  |  | 40 Years | 
|Southgate Plaza  Albany
	Albany, GA           |  |             | 1969       |          |  |               | Jul 90 |  |  |  | 40 Years | 
|Eastgate Plaza  Americus
	Americus, GA        |  |             | 1980       |          |  |               | Jul 90 |  |  |  | 40 Years | 
|Perlis Plaza
	Americus, GA                     |  |             | 1972       |          |  |               | Jul 90 |  |  |  | 40 Years | 
|Sweetwater Village
	Austell, GA                |  |             | 1985       |          |  |               | Oct 94 |  |  |  | 40 Years | 
|Cedar Plaza
	Cedartown, GA                     |  |             | 1994       |          |  |               | Oct 94 |  |  |  | 40 Years | 
|Cordele Square
	Cordele, GA                    |  |             | 1968       |          |  |               | Jul 90 |  |  |  | 40 Years | 
|Southgate Plaza  Cordele
	Cordele, GA         |  |             | 1969       |          |  |               | Jul 90 |  |  |  | 40 Years | 

F-35



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                                      |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |         |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|----------------------------------------------------- |  | ------------ | --------- | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | ---------- | ------------ |  | ----- | ------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                                      |  |              |           |                         |  |                  |           |                                  |  |         
|COLUMN A                                              |  | COLUMN B     |           | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                                      |  |              |           |                         |  |                  |           |                                  |  |         
|                                                      |  |              |           |                         |  | Cost Capitalized |           |                                  |  |         
|                                                      |  |              |           |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                                      |  |              |           | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                                      |  |              |           |                         |  |                  |           |                                  |  |         
|                                                      |  |              |           |                         |  | Building &       |           |                                  |  |          |            | Building &   |  |       |         | Accumulated 
|Description                                           |  | Encumbrances |           | Land                    |  | Improvements     |           | Improvements                     |  | Land     |            | Improvements |  | Total |         | Depreciation
|                                                      |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |         |             
|Retail                                                |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |         |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|Habersham Crossing
	Cornelia, GA                      |  |              | 3,770,858 |                         |  |                  | 1,644,936 |                                  |  |          | 6,580,461  |              |  |       | 44,552  |              |  |  | 1,644,936 |  |  |  | 6,625,013  |  |  |  | 8,269,949  |  |  |  | 523,451   | 
|Habersham Village
	Cornelia, GA                       |  |              |           |                         |  |                  | 1,301,643 |                                  |  |          | 4,340,422  |              |  |       | 792,884 |              |  |  | 1,301,643 |  |  |  | 5,133,306  |  |  |  | 6,434,949  |  |  |  | 1,383,732 | 
|Covington Gallery
	Covington, GA                      |  |              |           |                         |  |                  | 2,494,987 |                                  |  |          | 9,979,830  |              |  |       | 24,853  |              |  |  | 2,494,987 |  |  |  | 10,004,683 |  |  |  | 12,499,670 |  |  |  | 800,463   | 
|Market Central
	Dalton, GA                            |  |              |           |                         |  |                  | 791,717   |                                  |  |          | 3,166,957  |              |  |       | 14,400  |              |  |  | 791,717   |  |  |  | 3,181,357  |  |  |  | 3,973,074  |  |  |  | 254,627   | 
|NORTHSIDE SC
	Dalton, GA                              |  |              | 2,263,174 |                         |  |                  | 965,965   |                                  |  |          | 3,861,372  |              |  |       | 166,553 |              |  |  | 965,965   |  |  |  | 4,027,925  |  |  |  | 4,993,890  |  |  |  | 308,216   | 
|Midway Village Shopping Center
	Douglasville, GA      |  |              |           |                         |  |                  | 1,553,580 |                                  |  |          | 2,887,506  |              |  |       | 40,192  |              |  |  | 1,553,580 |  |  |  | 2,927,698  |  |  |  | 4,481,278  |  |  |  | 333,749   | 
|Westgate  Dublin
	Dublin, GA                         |  |              |           |                         |  |                  | 699,174   |                                  |  |          | 5,834,809  |              |  |       | 444,220 |              |  |  | 699,174   |  |  |  | 6,279,029  |  |  |  | 6,978,203  |  |  |  | 1,714,757 | 
|Kroger
	East Albany, GA                               |  |              |           |                         |  |                  | 336,205   |                                  |  |          | 1,297,375  |              |  |       |         |              |  |  | 336,205   |  |  |  | 1,297,375  |  |  |  | 1,633,580  |  |  |  | 107,284   | 
|Rite Aid
	East Albany, GA                             |  |              |           |                         |  |                  | 92,794    |                                  |  |          | 358,295    |              |  |       |         |              |  |  | 92,794    |  |  |  | 358,295    |  |  |  | 451,089    |  |  |  | 29,627    | 
|Marshalls at Eastlake Shopping Center
	Marietta, GA  |  |              |           |                         |  |                  | 1,710,517 |                                  |  |          | 2,069,483  |              |  |       | 37,742  |              |  |  | 1,710,517 |  |  |  | 2,107,225  |  |  |  | 3,817,742  |  |  |  | 166,676   | 
|New Chastain Corners Shopping Center
	Marietta, GA    |  |              |           |                         |  |                  | 2,457,446 |                                  |  |          | 5,741,641  |              |  |       | 187,817 |              |  |  | 2,457,446 |  |  |  | 5,929,458  |  |  |  | 8,386,904  |  |  |  | 653,581   | 
|Pavillions at East Lake Shopping Center
	Marietta, GA |  |              |           |                         |  |                  | 2,812,000 |                                  |  |          | 11,249,970 |              |  |       | 234,247 |              |  |  | 2,812,000 |  |  |  | 11,484,217 |  |  |  | 14,296,217 |  |  |  | 816,922   | 
|Village at Southlake
	Morrow, GA                      |  |              |           |                         |  |                  | 1,733,198 |                                  |  |          | 3,017,677  |              |  |       | 57,647  |              |  |  | 1,733,198 |  |  |  | 3,075,324  |  |  |  | 4,808,522  |  |  |  | 290,988   | 
|Perry Marketplace
	Perry, GA                          |  |              | 5,720,327 |                         |  |                  | 2,776,518 |                                  |  |          | 11,105,959 |              |  |       | 23,742  |              |  |  | 2,776,518 |  |  |  | 11,129,701 |  |  |  | 13,906,219 |  |  |  | 890,325   | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                                      |  |             |      |          |  |               |        |  |  |  |          | 
|----------------------------------------------------- |  | ----------- | ---- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                              |  | COLUMN G    |      | COLUMN H |  | COLUMN I     
|                                                      |  |             |      |          |  |              
|                                                      |  |             |      |          |  | Life on Which
|                                                      |  |             |      |          |  | Depreciated 
|                                                      |  | Date        |      | Date     |  | Latest Income
|Description                                           |  | Constructed |      | Acquired |  | Statement    
|                                                      |  |             |      |          |  |              
|Retail                                                |  |             |      |          |  |               |        |  |  |  |          | 
|Habersham Crossing
	Cornelia, GA                      |  |             | 1985 |          |  |               | Mar 96 |  |  |  | 40 Years | 
|Habersham Village
	Cornelia, GA                       |  |             | 1985 |          |  |               | May 92 |  |  |  | 40 Years | 
|Covington Gallery
	Covington, GA                      |  |             | 1991 |          |  |               | Dec 93 |  |  |  | 40 Years | 
|Market Central
	Dalton, GA                            |  |             | 1995 |          |  |               | Mar 97 |  |  |  | 40 Years | 
|NORTHSIDE SC
	Dalton, GA                              |  |             | 1994 |          |  |               | Oct 95 |  |  |  | 40 Years | 
|Midway Village Shopping Center
	Douglasville, GA      |  |             | 1989 |          |  |               | May 97 |  |  |  | 40 Years | 
|Westgate  Dublin
	Dublin, GA                         |  |             | 1974 |          |  |               | Jul 90 |  |  |  | 40 Years | 
|Kroger
	East Albany, GA                               |  |             | 1982 |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Rite Aid
	East Albany, GA                             |  |             | 1982 |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Marshalls at Eastlake Shopping Center
	Marietta, GA  |  |             | 1982 |          |  |               | Oct 98 |  |  |  | 40 Years | 
|New Chastain Corners Shopping Center
	Marietta, GA    |  |             | 1990 |          |  |               | Jul 97 |  |  |  | 40 Years | 
|Pavillions at East Lake Shopping Center
	Marietta, GA |  |             | 1986 |          |  |               | Mar 99 |  |  |  | 40 Years | 
|Village at Southlake
	Morrow, GA                      |  |             | 1983 |          |  |               | Apr 98 |  |  |  | 40 Years | 
|Perry Marketplace
	Perry, GA                          |  |             | 1992 |          |  |               | Dec 92 |  |  |  | 40 Years | 

F-36



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                                 |  |              |  |                         |  |                  |           |                                  |  |          |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|------------------------------------------------ |  | ------------ |  | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | ---------- | ------------ |  | ----- | --------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                                 |  |              |  |                         |  |                  |           |                                  |  |         
|COLUMN A                                         |  | COLUMN B     |  | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                                 |  |              |  |                         |  |                  |           |                                  |  |         
|                                                 |  |              |  |                         |  | Cost Capitalized |           |                                  |  |         
|                                                 |  |              |  |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                                 |  |              |  | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                                 |  |              |  |                         |  |                  |           |                                  |  |         
|                                                 |  |              |  |                         |  | Building &       |           |                                  |  |          |            | Building &   |  |       |           | Accumulated 
|Description                                      |  | Encumbrances |  | Land                    |  | Improvements     |           | Improvements                     |  | Land     |            | Improvements |  | Total |           | Depreciation
|                                                 |  |              |  |                         |  |                  |           |                                  |  |          |            |              |  |       |           |             
|Retail                                           |  |              |  |                         |  |                  |           |                                  |  |          |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|Creekwood Shopping Center
	Rex, GA               |  |              |  |                         |  |                  | 1,160,203 |                                  |  |          | 3,482,609  |              |  |       | 21,971    |              |  |  | 1,160,203 |  |  |  | 3,504,580  |  |  |  | 4,664,783  |  |  |  | 395,912   | 
|Shops Of Riverdale
	Riverdale, GA                |  |              |  |                         |  |                  | 655,145   |                                  |  |          | 2,620,748  |              |  |       | 8,149     |              |  |  | 655,145   |  |  |  | 2,628,897  |  |  |  | 3,284,042  |  |  |  | 210,252   | 
|Eisenhower Square Shopping Center
	Savannah, GA  |  |              |  |                         |  |                  | 1,029,500 |                                  |  |          | 4,117,700  |              |  |       | 289,098   |              |  |  | 1,029,500 |  |  |  | 4,406,798  |  |  |  | 5,436,298  |  |  |  | 495,605   | 
|Victory Square
	Savannah, GA                     |  |              |  |                         |  |                  | 1,206,181 |                                  |  |          | 4,824,725  |              |  |       | 157,880   |              |  |  | 1,206,181 |  |  |  | 4,982,605  |  |  |  | 6,188,786  |  |  |  | 1,208,841 | 
|Wisteria Village
	Snellville, GA                 |  |              |  |                         |  |                  | 2,542,919 |                                  |  |          | 10,200,657 |              |  |       | 26,080    |              |  |  | 2,542,919 |  |  |  | 10,226,737 |  |  |  | 12,769,656 |  |  |  | 831,393   | 
|University Commons
	Statesboro, GA               |  |              |  |                         |  |                  | 1,312,739 |                                  |  |          | 5,250,755  |              |  |       |           |              |  |  | 1,312,739 |  |  |  | 5,250,755  |  |  |  | 6,563,494  |  |  |  | 420,842   | 
|Tift-Town
	Tifton, GA                            |  |              |  |                         |  |                  | 271,444   |                                  |  |          | 1,325,238  |              |  |       | 338,846   |              |  |  | 271,444   |  |  |  | 1,664,084  |  |  |  | 1,935,528  |  |  |  | 472,912   | 
|Westgate  Tifton
	Tifton, GA                    |  |              |  |                         |  |                  | 156,269   |                                  |  |          | 304,704    |              |  |       | 15,225    |              |  |  | 156,269   |  |  |  | 319,929    |  |  |  | 476,198    |  |  |  | 88,746    | 
|Kmart
	Atlantic, IA                              |  |              |  |                         |  |                  | 293,138   |                                  |  |          | 1,134,514  |              |  |       |           |              |  |  | 293,138   |  |  |  | 1,134,514  |  |  |  | 1,427,652  |  |  |  | 93,641    | 
|Haymarket Mall
	Des Moines, IA                   |  |              |  |                         |  |                  | 1,230,252 |                                  |  |          | 5,031,799  |              |  |       | 1,029,283 |              |  |  | 1,230,252 |  |  |  | 6,061,082  |  |  |  | 7,291,334  |  |  |  | 993,249   | 
|Haymarket Square
	Des Moines, IA                 |  |              |  |                         |  |                  | 2,056,172 |                                  |  |          | 8,224,688  |              |  |       | 750,539   |              |  |  | 2,056,172 |  |  |  | 8,975,227  |  |  |  | 11,031,399 |  |  |  | 1,501,752 | 
|Southfield Plaza Shopping Center
	Bridgeview, IL |  |              |  |                         |  |                  | 3,188,496 |                                  |  |          | 3,897,167  |              |  |       | 8,229,215 |              |  |  | 3,188,496 |  |  |  | 12,126,382 |  |  |  | 15,314,878 |  |  |  | 2,785,516 | 
|Decatur I
	Decatur, IL                           |  |              |  |                         |  |                  | 317,157   |                                  |  |          | 1,235,335  |              |  |       |           |              |  |  | 317,157   |  |  |  | 276,654    |  |  |  | 593,811    |  |  |  | 93,811    | 
|Westridge Court Shopping Center
	Naperville, IL  |  |              |  |                         |  |                  | 9,843,696 |                                  |  |          | 39,373,783 |              |  |       | 1,730,930 |              |  |  | 9,843,696 |  |  |  | 41,104,713 |  |  |  | 50,948,409 |  |  |  | 4,849,483 | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                                 |  |             |           |          |  |               |        |  |  |  |          | 
|------------------------------------------------ |  | ----------- | --------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                         |  | COLUMN G    |           | COLUMN H |  | COLUMN I     
|                                                 |  |             |           |          |  |              
|                                                 |  |             |           |          |  | Life on Which
|                                                 |  |             |           |          |  | Depreciated 
|                                                 |  | Date        |           | Date     |  | Latest Income
|Description                                      |  | Constructed |           | Acquired |  | Statement    
|                                                 |  |             |           |          |  |              
|Retail                                           |  |             |           |          |  |               |        |  |  |  |          | 
|Creekwood Shopping Center
	Rex, GA               |  |             | 1990      |          |  |               | May 97 |  |  |  | 40 Years | 
|Shops Of Riverdale
	Riverdale, GA                |  |             | 1995      |          |  |               | Feb 96 |  |  |  | 40 Years | 
|Eisenhower Square Shopping Center
	Savannah, GA  |  |             | 1985      |          |  |               | Jul 97 |  |  |  | 40 Years | 
|Victory Square
	Savannah, GA                     |  |             | 1986      |          |  |               | Jul 92 |  |  |  | 40 Years | 
|Wisteria Village
	Snellville, GA                 |  |             | 1985      |          |  |               | Oct 95 |  |  |  | 40 Years | 
|University Commons
	Statesboro, GA               |  |             | 1994      |          |  |               | Jul 96 |  |  |  | 40 Years | 
|Tift-Town
	Tifton, GA                            |  |             | 1965      |          |  |               | Jul 90 |  |  |  | 40 Years | 
|Westgate  Tifton
	Tifton, GA                    |  |             | 1980      |          |  |               | Jul 90 |  |  |  | 40 Years | 
|Kmart
	Atlantic, IA                              |  |             | 1980      |          |  |               | Jan 94 |  |  |  | 40 Years | 
|Haymarket Mall
	Des Moines, IA                   |  |             | 1968-1979 |          |  |               | May 95 |  |  |  | 40 Years | 
|Haymarket Square
	Des Moines, IA                 |  |             | 1971-1979 |          |  |               | May 95 |  |  |  | 40 Years | 
|Southfield Plaza Shopping Center
	Bridgeview, IL |  |             | 1958,72   |          |  |               | Dec 96 |  |  |  | 40 Years | 
|Decatur I
	Decatur, IL                           |  |             | 1983      |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Westridge Court Shopping Center
	Naperville, IL  |  |             | 1990      |          |  |               | Jul 97 |  |  |  | 40 Years | 

F-37



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                   |  |              |  |                         |  |                  |           |                                  |  |        |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|---------------------------------- |  | ------------ |  | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | ------ | ---------- | ------------ |  | ----- | --------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                   |  |              |  |                         |  |                  |           |                                  |  | COLUMN
|COLUMN A                           |  | COLUMN B     |  | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | F     
|                                   |  |              |  |                         |  |                  |           |                                  |  |       
|                                   |  |              |  |                         |  | Cost Capitalized |           |                                  |  |       
|                                   |  |              |  |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |       
|                                   |  |              |  | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |       
|                                   |  |              |  |                         |  |                  |           |                                  |  |       
|                                   |  |              |  |                         |  | Building &       |           |                                  |  |        |            | Building &   |  |       |           | Accumulated 
|Description                        |  | Encumbrances |  | Land                    |  | Improvements     |           | Improvements                     |  | Land   |            | Improvements |  | Total |           | Depreciation
|                                   |  |              |  |                         |  |                  |           |                                  |  |        |            |              |  |       |           |             
|Retail                             |  |              |  |                         |  |                  |           |                                  |  |        |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|Kroger
	Ottawa, IL                 |  |              |  |                         |  |                  | 474,403   |                                  |  |        | 1,835,607  |              |  |       |           |              |  |  | 474,403   |  |  |  | 1,835,607  |  |  |  | 2,310,010  |  |  |  | 151,522   | 
|Eagle Food Center
	Peoria, IL      |  |              |  |                         |  |                  | 401,504   |                                  |  |        | 1,563,980  |              |  |       |           |              |  |  | 401,504   |  |  |  | 1,563,980  |  |  |  | 1,965,484  |  |  |  | 128,510   | 
|Tinley Park Plaza
	Tinley Park, IL |  |              |  |                         |  |                  | 2,607,702 |                                  |  |        | 10,430,808 |              |  |       | 662,636   |              |  |  | 2,607,702 |  |  |  | 11,093,444 |  |  |  | 13,701,146 |  |  |  | 1,851,370 | 
|Kroger
	Waterloo, IL               |  |              |  |                         |  |                  | 352,351   |                                  |  |        | 1,359,954  |              |  |       |           |              |  |  | 352,351   |  |  |  | 1,359,954  |  |  |  | 1,712,305  |  |  |  | 103,969   | 
|Kindercare
	Beech Grove, IN        |  |              |  |                         |  |                  | 84,586    |                                  |  |        | 326,215    |              |  |       |           |              |  |  | 84,586    |  |  |  | 326,215    |  |  |  | 410,801    |  |  |  | 26,977    | 
|Columbus Center
	Columbus, IN      |  |              |  |                         |  |                  | 1,196,269 |                                  |  |        | 3,608,315  |              |  |       | 3,312,666 |              |  |  | 1,196,269 |  |  |  | 6,920,981  |  |  |  | 8,117,250  |  |  |  | 2,484,750 | 
|Kindercare
	Fort Wayne, IN         |  |              |  |                         |  |                  | 84,586    |                                  |  |        | 325,915    |              |  |       |           |              |  |  | 84,586    |  |  |  | 325,915    |  |  |  | 410,501    |  |  |  | 26,969    | 
|Hobart I
	Hobart, IN               |  |              |  |                         |  |                  | 332,606   |                                  |  |        | 1,291,924  |              |  |       |           |              |  |  | 332,606   |  |  |  | 322,624    |  |  |  | 655,230    |  |  |  | 98,295    | 
|Kindercare
	Indianapolis, IN       |  |              |  |                         |  |                  | 36,740    |                                  |  |        | 141,820    |              |  |       |           |              |  |  | 36,740    |  |  |  | 141,820    |  |  |  | 178,560    |  |  |  | 11,727    | 
|Kindercare
	Indianapolis, IN       |  |              |  |                         |  |                  | 84,586    |                                  |  |        | 326,215    |              |  |       |           |              |  |  | 84,586    |  |  |  | 326,215    |  |  |  | 410,801    |  |  |  | 26,977    | 
|Kindercare
	Indianapolis, IN       |  |              |  |                         |  |                  | 84,586    |                                  |  |        | 326,215    |              |  |       |           |              |  |  | 84,586    |  |  |  | 326,215    |  |  |  | 410,801    |  |  |  | 26,977    | 
|Jasper Manor
	Jasper, IN           |  |              |  |                         |  |                  | 1,319,937 |                                  |  |        | 7,110,063  |              |  |       | 31,907    |              |  |  | 1,319,937 |  |  |  | 7,141,970  |  |  |  | 8,461,907  |  |  |  | 1,760,189 | 
|Valley View Plaza
	Marion, IN      |  |              |  |                         |  |                  | 684,867   |                                  |  |        | 2,739,492  |              |  |       | 47,807    |              |  |  | 684,867   |  |  |  | 2,787,299  |  |  |  | 3,472,166  |  |  |  | 221,714   | 
|Michigan City I
	Michigan City, IN |  |              |  |                         |  |                  | 275,395   |                                  |  |        | 1,071,749  |              |  |       |           |              |  |  | 275,395   |  |  |  | 356,449    |  |  |  | 631,844    |  |  |  | 81,438    | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                   |  |             |      |          |  |               |        |  |  |  |          | 
|---------------------------------- |  | ----------- | ---- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|                                   |  | COLUMN      |      | COLUMN   |  |              
|COLUMN A                           |  | G           |      | H        |  | COLUMN I     
|                                   |  |             |      |          |  |              
|                                   |  |             |      |          |  | Life on Which
|                                   |  |             |      |          |  | Depreciated 
|                                   |  | Date        |      | Date     |  | Latest Income
|Description                        |  | Constructed |      | Acquired |  | Statement    
|                                   |  |             |      |          |  |              
|Retail                             |  |             |      |          |  |               |        |  |  |  |          | 
|Kroger
	Ottawa, IL                 |  |             | 1982 |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Eagle Food Center
	Peoria, IL      |  |             | 1983 |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Tinley Park Plaza
	Tinley Park, IL |  |             | 1973 |          |  |               | Sep 95 |  |  |  | 40 Years | 
|Kroger
	Waterloo, IL               |  |             | 1982 |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Kindercare
	Beech Grove, IN        |  |             | 1976 |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Columbus Center
	Columbus, IN      |  |             | 1964 |          |  |               | Dec 88 |  |  |  | 40 Years | 
|Kindercare
	Fort Wayne, IN         |  |             | 1976 |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Hobart I
	Hobart, IN               |  |             | 1983 |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Kindercare
	Indianapolis, IN       |  |             | 1975 |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Kindercare
	Indianapolis, IN       |  |             | 1976 |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Kindercare
	Indianapolis, IN       |  |             | 1976 |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Jasper Manor
	Jasper, IN           |  |             | 1990 |          |  |               | Feb 92 |  |  |  | 40 Years | 
|Valley View Plaza
	Marion, IN      |  |             | 1989 |          |  |               | Mar 94 |  |  |  | 40 Years | 
|Michigan City I
	Michigan City, IN |  |             | 1983 |          |  |               | Aug 93 |  |  |  | 40 Years | 

F-38



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                         |  |              |           |                         |  |                  |           |                                      |  |      |            |              |  |       |         |  |  |  |           |  |  |  |            |  |  |  |            | 
|---------------------------------------- |  | ------------ | --------- | ----------------------- |  | ---------------- | --------- | ------------------------------------ |  | ---- | ---------- | ------------ |  | ----- | ------- |  |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- | 
|                                         |  |              |           |                         |  |                  |           |                                     
|COLUMN A                                 |  | COLUMN B     |           | COLUMN C                |  | COLUMN D         |           | COLUMN E                            
|                                         |  |              |           |                         |  |                  |           |                                     
|                                         |  |              |           |                         |  | Cost Capitalized |           |                                     
|                                         |  |              |           |                         |  | Subsequent to    |           | Gross Amount at Which Carried at the
|                                         |  |              |           | Initial Cost to Company |  | Acquisition      |           | Close of the Period                 
|                                         |  |              |           |                         |  |                  |           |                                     
|                                         |  |              |           |                         |  | Building &       |           |                                      |  |      |            | Building &   |  |      
|Description                              |  | Encumbrances |           | Land                    |  | Improvements     |           | Improvements                         |  | Land |            | Improvements |  | Total
|                                         |  |              |           |                         |  |                  |           |                                      |  |      |            |              |  |      
|Retail                                   |  |              |           |                         |  |                  |           |                                      |  |      |            |              |  |       |         |  |  |  |           |  |  |  |            |  |  |  |            | 
|Town Fair Shopping Center
	Princeton, IN |  |              |           |                         |  |                  | 1,104,876 |                                      |  |      | 3,759,503  |              |  |       | 70,442  |  |  |  | 1,104,876 |  |  |  | 3,829,945  |  |  |  | 4,934,821  | 
|Wabash Crossing
	Wabash, IN              |  |              |           |                         |  |                  | 1,599,488 |                                      |  |      | 6,470,511  |              |  |       | 27,744  |  |  |  | 1,599,488 |  |  |  | 6,498,255  |  |  |  | 8,097,743  | 
|Woodland Plaza
	Warsaw, IN               |  |              |           |                         |  |                  | 420,188   |                                      |  |      | 1,680,587  |              |  |       | 24,364  |  |  |  | 420,188   |  |  |  | 1,704,951  |  |  |  | 2,125,139  | 
|Green River Plaza
	Campbellsville, KY    |  |              |           |                         |  |                  | 2,410,959 |                                      |  |      | 9,644,967  |              |  |       | 258,563 |  |  |  | 2,410,959 |  |  |  | 9,903,530  |  |  |  | 12,314,489 | 
|Kmart Plaza
	Elizabethtown, KY           |  |              | 4,665,890 |                         |  |                  | 1,703,868 |                                      |  |      | 6,815,386  |              |  |       | 67,100  |  |  |  | 1,703,868 |  |  |  | 6,882,486  |  |  |  | 8,586,354  | 
|Highland Commons
	Glasgow, KY            |  |              | 4,449,954 |                         |  |                  | 1,715,609 |                                      |  |      | 6,862,680  |              |  |       | 76,668  |  |  |  | 1,715,609 |  |  |  | 6,939,348  |  |  |  | 8,654,957  | 
|J*Town Center
	Jeffersontown, KY         |  |              |           |                         |  |                  | 1,331,074 |                                      |  |      | 4,121,997  |              |  |       | 640,074 |  |  |  | 1,331,074 |  |  |  | 4,762,071  |  |  |  | 6,093,145  | 
|Mist Lake Plaza
	Lexington, KY           |  |              | 9,393,564 |                         |  |                  | 4,101,461 |                                      |  |      | 16,405,956 |              |  |       | 130,834 |  |  |  | 4,101,461 |  |  |  | 16,536,790 |  |  |  | 20,638,251 | 
|London Marketplace
	London, KY           |  |              | 4,812,430 |                         |  |                  | 2,520,416 |                                      |  |      | 10,081,562 |              |  |       | 64,193  |  |  |  | 2,520,416 |  |  |  | 10,145,755 |  |  |  | 12,666,171 | 
|Piccadilly Square
	Louisville, KY        |  |              |           |                         |  |                  | 337,670   |                                      |  |      | 1,588,409  |              |  |       | 666,480 |  |  |  | 337,670   |  |  |  | 2,254,889  |  |  |  | 2,592,559  | 
|Eastgate Shopping Center
	Middletown, KY |  |              |           |                         |  |                  | 1,945,679 |                                      |  |      | 7,792,717  |              |  |       | 884,615 |  |  |  | 1,945,679 |  |  |  | 8,677,332  |  |  |  | 10,623,011 | 
|Lexington Road Plaza
	Versailles, KY     |  |              | 7,759,551 |                         |  |                  | 2,856,229 |                                      |  |      | 11,425,027 |              |  |       | 84,441  |  |  |  | 2,856,229 |  |  |  | 11,509,468 |  |  |  | 14,365,697 | 
|Lagniappe Village
	New Iberia, LA        |  |              | 6,303,026 |                         |  |                  | 3,122,914 |                                      |  |      | 12,491,850 |              |  |       | 501,915 |  |  |  | 3,122,914 |  |  |  | 12,993,765 |  |  |  | 16,116,679 | 
|Brookshire Grocery Co.
	West Monroe, LA  |  |              |           |                         |  |                  | 388,984   |                                      |  |      | 1,501,424  |              |  |       |         |  |  |  | 388,984   |  |  |  | 1,501,424  |  |  |  | 1,890,408  | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                         |  |              |           |             |  |          |      |               |  |  |        |  |  |  |          | 
|---------------------------------------- |  | ------------ | --------- | ----------- |  | -------- | ---- | ------------- |  |  | ------ |  |  |  | -------- | 
|COLUMN A                                 |  | COLUMN F     |           | COLUMN G    |  | COLUMN H |      | COLUMN I     
|                                         |  |              |           |             |  |          |      |              
|                                         |  |              |           |             |  |          |      | Life on Which
|                                         |  |              |           |             |  |          |      | Depreciated 
|                                         |  | Accumulated  |           | Date        |  | Date     |      | Latest Income
|Description                              |  | Depreciation |           | Constructed |  | Acquired |      | Statement    
|                                         |  |              |           |             |  |          |      |              
|Retail                                   |  |              |           |             |  |          |      |               |  |  |        |  |  |  |          | 
|Town Fair Shopping Center
	Princeton, IN |  |              | 836,568   |             |  |          | 1991 |               |  |  | Feb 93 |  |  |  | 40 Years | 
|Wabash Crossing
	Wabash, IN              |  |              | 1,307,876 |             |  |          | 1988 |               |  |  | Dec 93 |  |  |  | 40 Years | 
|Woodland Plaza
	Warsaw, IN               |  |              | 145,948   |             |  |          | 1989 |               |  |  | Mar 94 |  |  |  | 40 Years | 
|Green River Plaza
	Campbellsville, KY    |  |              | 781,745   |             |  |          | 1989 |               |  |  | Mar 96 |  |  |  | 40 Years | 
|Kmart Plaza
	Elizabethtown, KY           |  |              | 547,395   |             |  |          | 1992 |               |  |  | Feb 93 |  |  |  | 40 Years | 
|Highland Commons
	Glasgow, KY            |  |              | 553,244   |             |  |          | 1992 |               |  |  | Mar 93 |  |  |  | 40 Years | 
|J*Town Center
	Jeffersontown, KY         |  |              | 1,597,076 |             |  |          | 1959 |               |  |  | Oct 88 |  |  |  | 40 Years | 
|Mist Lake Plaza
	Lexington, KY           |  |              | 1,319,257 |             |  |          | 1993 |               |  |  | Jul 98 |  |  |  | 40 Years | 
|London Marketplace
	London, KY           |  |              | 809,258   |             |  |          | 1994 |               |  |  | Mar 94 |  |  |  | 40 Years | 
|Piccadilly Square
	Louisville, KY        |  |              | 777,084   |             |  |          | 1973 |               |  |  | Apr 89 |  |  |  | 40 Years | 
|Eastgate Shopping Center
	Middletown, KY |  |              | 1,929,818 |             |  |          | 1987 |               |  |  | Nov 93 |  |  |  | 40 Years | 
|Lexington Road Plaza
	Versailles, KY     |  |              | 928,382   |             |  |          | 1994 |               |  |  | Apr 94 |  |  |  | 40 Years | 
|Lagniappe Village
	New Iberia, LA        |  |              | 1,015,611 |             |  |          | 1990 |               |  |  | Jul 98 |  |  |  | 40 Years | 
|Brookshire Grocery Co.
	West Monroe, LA  |  |              | 124,151   |             |  |          | 1981 |               |  |  | Aug 93 |  |  |  | 40 Years | 

F-39



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                             |  |              |            |                         |  |                  |           |                                  |  |          |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|-------------------------------------------- |  | ------------ | ---------- | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | ---------- | ------------ |  | ----- | --------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                             |  |              |            |                         |  |                  |           |                                  |  |         
|COLUMN A                                     |  | COLUMN B     |            | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                             |  |              |            |                         |  |                  |           |                                  |  |         
|                                             |  |              |            |                         |  | Cost Capitalized |           |                                  |  |         
|                                             |  |              |            |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                             |  |              |            | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                             |  |              |            |                         |  |                  |           |                                  |  |         
|                                             |  |              |            |                         |  | Building &       |           |                                  |  |          |            | Building &   |  |       |           | Accumulated 
|Description                                  |  | Encumbrances |            | Land                    |  | Improvements     |           | Improvements                     |  | Land     |            | Improvements |  | Total |           | Depreciation
|                                             |  |              |            |                         |  |                  |           |                                  |  |          |            |              |  |       |           |             
|Retail                                       |  |              |            |                         |  |                  |           |                                  |  |          |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|Fruitland Plaza
	Fruitland, MD               |  |              |            |                         |  |                  | 312,650   |                                  |  |          | 1,833,330  |              |  |       | 3,344,194 |              |  |  | 312,650   |  |  |  | 5,177,524  |  |  |  | 5,490,174  |  |  |  | 957,048   | 
|Liberty Plaza
	Randallstown, MD              |  |              |            |                         |  |                  | 2,075,809 |                                  |  |          | 8,303,237  |              |  |       | 311,230   |              |  |  | 2,075,809 |  |  |  | 8,614,467  |  |  |  | 10,690,276 |  |  |  | 1,449,725 | 
|Rising Sun Towne Centre
	Rising Sun, MD      |  |              |            |                         |  |                  | 1,161,300 |                                  |  |          | 4,389,359  |              |  |       | 118,188   |              |  |  | 1,161,300 |  |  |  | 4,507,547  |  |  |  | 5,668,847  |  |  |  | 281,044   | 
|Maple Village Shopping Center
	Ann Arbor, MI |  |              |            |                         |  |                  | 1,622,732 |                                  |  |          | 7,501,205  |              |  |       | 2,333,760 |              |  |  | 1,622,732 |  |  |  | 9,834,965  |  |  |  | 11,457,697 |  |  |  | 2,062,578 | 
|Mountain Jacks
	Dearborn Heights, MI        |  |              |            |                         |  |                  | 287,462   |                                  |  |          | 1,109,414  |              |  |       |           |              |  |  | 287,462   |  |  |  | 1,109,414  |  |  |  | 1,396,876  |  |  |  | 91,740    | 
|Farmington Crossroads
	Farmington, MI        |  |              |            |                         |  |                  | 1,092,200 |                                  |  |          | 4,368,800  |              |  |       | 145,156   |              |  |  | 1,092,200 |  |  |  | 4,513,956  |  |  |  | 5,606,156  |  |  |  | 678,955   | 
|Kindercare
	Kalamazoo, MI                    |  |              |            |                         |  |                  | 119,214   |                                  |  |          | 459,217    |              |  |       |           |              |  |  | 119,214   |  |  |  | 459,217    |  |  |  | 578,431    |  |  |  | 38,026    | 
|Delta Center
	Lansing, MI                    |  |              |            |                         |  |                  | 2,405,200 |                                  |  |          | 9,620,800  |              |  |       | 5,040,700 |              |  |  | 2,405,200 |  |  |  | 14,661,500 |  |  |  | 17,066,700 |  |  |  | 1,542,267 | 
|Hampton Village Centre
	Rochester Hills, MI  |  |              | 29,654,472 |                         |  |                  | 7,209,596 |                                  |  |          | 34,541,500 |              |  |       | 579,895   |              |  |  | 7,209,596 |  |  |  | 35,121,395 |  |  |  | 42,330,991 |  |  |  | 5,257,385 | 
|Fashion Corners
	Saginaw, MI                 |  |              |            |                         |  |                  | 2,244,800 |                                  |  |          | 8,799,200  |              |  |       | 1,997,927 |              |  |  | 2,244,800 |  |  |  | 10,797,127 |  |  |  | 13,041,927 |  |  |  | 1,431,061 | 
|Hall Road Crossing
	Shelby, MI               |  |              |            |                         |  |                  | 2,595,500 |                                  |  |          | 10,382,000 |              |  |       | 1,734,227 |              |  |  | 2,595,500 |  |  |  | 12,116,227 |  |  |  | 14,711,727 |  |  |  | 1,749,935 | 
|Southfield Plaza
	Southfield, MI             |  |              |            |                         |  |                  | 2,052,995 |                                  |  |          | 8,056,980  |              |  |       | 365,602   |              |  |  | 2,052,995 |  |  |  | 8,422,582  |  |  |  | 10,475,577 |  |  |  | 774,520   | 
|Delco Plaza
	Sterling Heights, MI            |  |              |            |                         |  |                  | 1,277,504 |                                  |  |          | 5,109,367  |              |  |       | 144,715   |              |  |  | 1,277,504 |  |  |  | 5,254,082  |  |  |  | 6,531,586  |  |  |  | 659,434   | 
|Westland Crossing
	Westland, MI              |  |              |            |                         |  |                  | 2,046,000 |                                  |  |          | 8,184,000  |              |  |       | 194,579   |              |  |  | 2,046,000 |  |  |  | 8,378,579  |  |  |  | 10,424,579 |  |  |  | 482,784   | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                             |  |             |         |          |  |               |        |  |  |  |          | 
|-------------------------------------------- |  | ----------- | ------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                     |  | COLUMN G    |         | COLUMN H |  | COLUMN I     
|                                             |  |             |         |          |  |              
|                                             |  |             |         |          |  | Life on Which
|                                             |  |             |         |          |  | Depreciated 
|                                             |  | Date        |         | Date     |  | Latest Income
|Description                                  |  | Constructed |         | Acquired |  | Statement    
|                                             |  |             |         |          |  |              
|Retail                                       |  |             |         |          |  |               |        |  |  |  |          | 
|Fruitland Plaza
	Fruitland, MD               |  |             | 1973    |          |  |               | May 86 |  |  |  | 35 Years | 
|Liberty Plaza
	Randallstown, MD              |  |             | 1962    |          |  |               | May 95 |  |  |  | 40 Years | 
|Rising Sun Towne Centre
	Rising Sun, MD      |  |             | 1998    |          |  |               | Jun 99 |  |  |  | 40 Years | 
|Maple Village Shopping Center
	Ann Arbor, MI |  |             | 1965    |          |  |               | Oct 94 |  |  |  | 40 Years | 
|Mountain Jacks
	Dearborn Heights, MI        |  |             | 1980    |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Farmington Crossroads
	Farmington, MI        |  |             | 1986    |          |  |               | Dec 95 |  |  |  | 40 Years | 
|Kindercare
	Kalamazoo, MI                    |  |             | 1990    |          |  |               | Feb 91 |  |  |  | 40 Years | 
|Delta Center
	Lansing, MI                    |  |             | 1985    |          |  |               | Dec 95 |  |  |  | 40 Years | 
|Hampton Village Centre
	Rochester Hills, MI  |  |             | 1990    |          |  |               | Dec 95 |  |  |  | 40 Years | 
|Fashion Corners
	Saginaw, MI                 |  |             | 1986    |          |  |               | Dec 95 |  |  |  | 40 Years | 
|Hall Road Crossing
	Shelby, MI               |  |             | 1985    |          |  |               | Dec 95 |  |  |  | 40 Years | 
|Southfield Plaza
	Southfield, MI             |  |             | 1969-70 |          |  |               | Feb 98 |  |  |  | 40 Years | 
|Delco Plaza
	Sterling Heights, MI            |  |             | 1970,73 |          |  |               | Nov 96 |  |  |  | 40 Years | 
|Westland Crossing
	Westland, MI              |  |             | 1986    |          |  |               | Nov 99 |  |  |  | 40 Years | 

F-40



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                                    |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |            |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|--------------------------------------------------- |  | ------------ | --------- | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | ---------- | ------------ |  | ----- | ---------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                                    |  |              |           |                         |  |                  |           |                                  |  |         
|COLUMN A                                            |  | COLUMN B     |           | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                                    |  |              |           |                         |  |                  |           |                                  |  |         
|                                                    |  |              |           |                         |  | Cost Capitalized |           |                                  |  |         
|                                                    |  |              |           |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                                    |  |              |           | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                                    |  |              |           |                         |  |                  |           |                                  |  |         
|                                                    |  |              |           |                         |  | Building &       |           |                                  |  |          |            | Building &   |  |       |            | Accumulated 
|Description                                         |  | Encumbrances |           | Land                    |  | Improvements     |           | Improvements                     |  | Land     |            | Improvements |  | Total |            | Depreciation
|                                                    |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |            |             
|Retail                                              |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |            |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|Roundtree Place
	Ypsilanti, MI                      |  |              | 6,904,620 |                         |  |                  | 2,995,774 |                                  |  |          | 11,983,221 |              |  |       | 147,943    |              |  |  | 2,995,774 |  |  |  | 12,131,164 |  |  |  | 15,126,938 |  |  |  | 980,419   | 
|Washtenaw Fountain Plaza
	Ypsilanti, MI             |  |              |           |                         |  |                  | 1,530,281 |                                  |  |          | 6,121,123  |              |  |       | 430,237    |              |  |  | 1,530,281 |  |  |  | 6,551,360  |  |  |  | 8,081,641  |  |  |  | 1,673,742 | 
|Unity Professional Bldg.
	Fridley, MN               |  |              | 5,332,675 |                         |  |                  | 2,402,467 |                                  |  |          | 9,612,099  |              |  |       | 211,884    |              |  |  | 2,402,467 |  |  |  | 9,823,983  |  |  |  | 12,226,450 |  |  |  | 807,959   | 
|Factory Merchants Branson
	Branson, MO              |  |              |           |                         |  |                  | 17,669    |                                  |  |          | 22,312,120 |              |  |       | 12,086,239 |              |  |  | 17,669    |  |  |  | 34,398,359 |  |  |  | 34,416,028 |  |  |  | 7,084,864 | 
|Kindercare
	High Ridge, MO                          |  |              |           |                         |  |                  | 54,942    |                                  |  |          | 216,744    |              |  |       |            |              |  |  | 54,942    |  |  |  | 216,744    |  |  |  | 271,686    |  |  |  | 17,657    | 
|Factory Outlet Village Osage Beach
	Osage Beach, MO |  |              |           |                         |  |                  | 5,741,242 |                                  |  |          | 27,229,502 |              |  |       | 7,998,423  |              |  |  | 5,741,242 |  |  |  | 35,227,925 |  |  |  | 40,969,167 |  |  |  | 8,052,443 | 
|Stanly County Plaza
	Albemarle, NC                  |  |              |           |                         |  |                  | 600,418   |                                  |  |          | 2,401,671  |              |  |       | 60,756     |              |  |  | 600,418   |  |  |  | 2,462,427  |  |  |  | 3,062,845  |  |  |  | 197,364   | 
|Village Marketplace
	Ashboro, NC                    |  |              |           |                         |  |                  | 1,155,652 |                                  |  |          | 4,622,609  |              |  |       | 185,117    |              |  |  | 1,155,652 |  |  |  | 3,720,226  |  |  |  | 4,875,878  |  |  |  | 340,805   | 
|Foothills Market
	Jonesville, NC                    |  |              |           |                         |  |                  | 644,555   |                                  |  |          | 2,578,295  |              |  |       | 33,158     |              |  |  | 644,555   |  |  |  | 2,611,453  |  |  |  | 3,256,008  |  |  |  | 212,065   | 
|Chapel Square SC
	Kannapolis, NC                    |  |              | 2,033,976 |                         |  |                  | 918,460   |                                  |  |          | 3,673,918  |              |  |       | 24,248     |              |  |  | 918,460   |  |  |  | 3,698,166  |  |  |  | 4,616,626  |  |  |  | 294,718   | 
|Kinston Pointe
	Kinston, NC                         |  |              |           |                         |  |                  | 2,235,052 |                                  |  |          | 8,940,354  |              |  |       | 230,293    |              |  |  | 2,235,052 |  |  |  | 9,170,647  |  |  |  | 11,405,699 |  |  |  | 771,909   | 
|Granville Corners
	Oxford, NC                       |  |              |           |                         |  |                  | 2,185,356 |                                  |  |          | 8,741,261  |              |  |       | 57,294     |              |  |  | 2,185,356 |  |  |  | 8,798,555  |  |  |  | 10,983,911 |  |  |  | 703,068   | 
|Roxboro Square
	Roxboro, NC                         |  |              |           |                         |  |                  | 1,448,313 |                                  |  |          | 5,793,289  |              |  |       | 123,758    |              |  |  | 1,448,313 |  |  |  | 5,917,047  |  |  |  | 7,365,360  |  |  |  | 490,804   | 
|Siler Crossing
	Siler City, NC                      |  |              |           |                         |  |                  | 1,779,566 |                                  |  |          | 7,118,099  |              |  |       |            |              |  |  | 1,779,566 |  |  |  | 7,118,099  |  |  |  | 8,897,665  |  |  |  | 570,507   | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                                    |  |             |      |          |  |               |        |  |  |  |          | 
|--------------------------------------------------- |  | ----------- | ---- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                            |  | COLUMN G    |      | COLUMN H |  | COLUMN I     
|                                                    |  |             |      |          |  |              
|                                                    |  |             |      |          |  | Life on Which
|                                                    |  |             |      |          |  | Depreciated 
|                                                    |  | Date        |      | Date     |  | Latest Income
|Description                                         |  | Constructed |      | Acquired |  | Statement    
|                                                    |  |             |      |          |  |              
|Retail                                              |  |             |      |          |  |               |        |  |  |  |          | 
|Roundtree Place
	Ypsilanti, MI                      |  |             | 1998 |          |  |               | Jul 98 |  |  |  | 40 Years | 
|Washtenaw Fountain Plaza
	Ypsilanti, MI             |  |             | 1989 |          |  |               | Oct 92 |  |  |  | 40 Years | 
|Unity Professional Bldg.
	Fridley, MN               |  |             | 1991 |          |  |               | May 96 |  |  |  | 40 Years | 
|Factory Merchants Branson
	Branson, MO              |  |             | 1988 |          |  |               | Nov 93 |  |  |  | 40 Years | 
|Kindercare
	High Ridge, MO                          |  |             | 1980 |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Factory Outlet Village Osage Beach
	Osage Beach, MO |  |             | 1987 |          |  |               | Jan 93 |  |  |  | 40 Years | 
|Stanly County Plaza
	Albemarle, NC                  |  |             | 1988 |          |  |               | Mar 94 |  |  |  | 40 Years | 
|Village Marketplace
	Ashboro, NC                    |  |             | 1988 |          |  |               | Apr 95 |  |  |  | 40 Years | 
|Foothills Market
	Jonesville, NC                    |  |             | 1988 |          |  |               | Jun 95 |  |  |  | 40 Years | 
|Chapel Square SC
	Kannapolis, NC                    |  |             | 1992 |          |  |               | Dec 94 |  |  |  | 40 Years | 
|Kinston Pointe
	Kinston, NC                         |  |             | 1991 |          |  |               | Jul 95 |  |  |  | 40 Years | 
|Granville Corners
	Oxford, NC                       |  |             | 1991 |          |  |               | Feb 96 |  |  |  | 40 Years | 
|Roxboro Square
	Roxboro, NC                         |  |             | 1989 |          |  |               | Jun 95 |  |  |  | 40 Years | 
|Siler Crossing
	Siler City, NC                      |  |             | 1988 |          |  |               | Jun 95 |  |  |  | 40 Years | 

F-41



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                              |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |            |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|--------------------------------------------- |  | ------------ | --------- | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | ---------- | ------------ |  | ----- | ---------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                              |  |              |           |                         |  |                  |           |                                  |  |         
|COLUMN A                                      |  | COLUMN B     |           | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                              |  |              |           |                         |  |                  |           |                                  |  |         
|                                              |  |              |           |                         |  | Cost Capitalized |           |                                  |  |         
|                                              |  |              |           |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                              |  |              |           | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                              |  |              |           |                         |  |                  |           |                                  |  |         
|                                              |  |              |           |                         |  | Building &       |           |                                  |  |          |            | Building &   |  |       |            | Accumulated 
|Description                                   |  | Encumbrances |           | Land                    |  | Improvements     |           | Improvements                     |  | Land     |            | Improvements |  | Total |            | Depreciation
|                                              |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |            |             
|Retail                                        |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |            |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|Crossroads SC
	Statesville, NC                |  |              |           |                         |  |                  | 5,261,636 |                                  |  |          | 21,177,392 |              |  |       | 69,193     |              |  |  | 5,261,636 |  |  |  | 21,246,585 |  |  |  | 26,508,221 |  |  |  | 1,707,694 | 
|Thomasville Crossing
	Thomasville, NC         |  |              |           |                         |  |                  | 1,604,339 |                                  |  |          | 6,417,145  |              |  |       |            |              |  |  | 1,604,339 |  |  |  | 6,417,145  |  |  |  | 8,021,484  |  |  |  | 514,326   | 
|Anson Station
	Wadesboro, NC                  |  |              |           |                         |  |                  | 1,844,644 |                                  |  |          | 7,378,756  |              |  |       | 57,341     |              |  |  | 1,844,644 |  |  |  | 7,436,097  |  |  |  | 9,280,741  |  |  |  | 596,640   | 
|Roanoke Landing
	Williamston, NC              |  |              | 5,723,356 |                         |  |                  | 2,519,288 |                                  |  |          | 10,077,339 |              |  |       | 52,143     |              |  |  | 2,519,288 |  |  |  | 10,129,482 |  |  |  | 12,648,770 |  |  |  | 812,156   | 
|Shopping Center  Wilson
	Wilson, NC          |  |              |           |                         |  |                  | 315,000   |                                  |  |          | 1,780,370  |              |  |       | 174,343    |              |  |  | 315,000   |  |  |  | 1,954,713  |  |  |  | 2,269,713  |  |  |  | 815,677   | 
|Stratford Commons
	Winston-Salem, NC          |  |              | 5,758,179 |                         |  |                  | 2,262,130 |                                  |  |          | 9,045,975  |              |  |       | 5,333      |              |  |  | 2,262,130 |  |  |  | 9,051,308  |  |  |  | 11,313,438 |  |  |  | 719,222   | 
|Northern Automotive
	Grand Island, NE         |  |              |           |                         |  |                  | 125,317   |                                  |  |          | 483,441    |              |  |       |            |              |  |  | 125,317   |  |  |  | 483,441    |  |  |  | 608,758    |  |  |  | 40,000    | 
|Northern Automotive
	Hastings, NE             |  |              |           |                         |  |                  | 89,784    |                                  |  |          | 346,034    |              |  |       |            |              |  |  | 89,784    |  |  |  | 346,034    |  |  |  | 435,818    |  |  |  | 28,633    | 
|Laurel Square
	Bricktown, NJ                  |  |              |           |                         |  |                  | 3,222,701 |                                  |  |          | 9,283,302  |              |  |       | 886,242    |              |  |  | 3,222,701 |  |  |  | 10,169,544 |  |  |  | 13,392,245 |  |  |  | 2,594,618 | 
|Hamilton Plaza  Kmart Plaza
	Hamilton, NJ    |  |              |           |                         |  |                  | 1,124,415 |                                  |  |          | 4,513,658  |              |  |       | 255,581    |              |  |  | 1,124,415 |  |  |  | 4,769,239  |  |  |  | 5,893,654  |  |  |  | 998,749   | 
|Bennetts Mills Plaza
	Jackson, NJ             |  |              |           |                         |  |                  | 1,794,122 |                                  |  |          | 6,399,888  |              |  |       | 115,706    |              |  |  | 1,794,122 |  |  |  | 6,515,594  |  |  |  | 8,309,716  |  |  |  | 1,176,779 | 
|Jackson Outlet Village
	Jackson, NJ           |  |              |           |                         |  |                  | 889,214   |                                  |  |          | 1,249,781  |              |  |       | 31,695,767 |              |  |  | 889,214   |  |  |  | 32,945,548 |  |  |  | 33,834,762 |  |  |  | 3,720,738 | 
|Middletown Plaza
	Middletown, NJ              |  |              |           |                         |  |                  | 1,204,829 |                                  |  |          | 1,479,487  |              |  |       | 13,841,894 |              |  |  | 1,204,829 |  |  |  | 15,321,381 |  |  |  | 16,526,210 |  |  |  | 2,331,539 | 
|Institute for Defense Analyses
	Princeton, NJ |  |              |           |                         |  |                  |           |                                  |  |          | 1,381,260  |              |  |       |            |              |  |  |           |  |  |  | 1,381,260  |  |  |  | 1,381,260  |  |  |  | 823,043   | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                              |  |             |           |          |  |               |        |  |  |  |          | 
|--------------------------------------------- |  | ----------- | --------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                      |  | COLUMN G    |           | COLUMN H |  | COLUMN I     
|                                              |  |             |           |          |  |              
|                                              |  |             |           |          |  | Life on Which
|                                              |  |             |           |          |  | Depreciated 
|                                              |  | Date        |           | Date     |  | Latest Income
|Description                                   |  | Constructed |           | Acquired |  | Statement    
|                                              |  |             |           |          |  |              
|Retail                                        |  |             |           |          |  |               |        |  |  |  |          | 
|Crossroads SC
	Statesville, NC                |  |             | 1991      |          |  |               | Feb 96 |  |  |  | 40 Years | 
|Thomasville Crossing
	Thomasville, NC         |  |             | 1996      |          |  |               | Apr 97 |  |  |  | 40 Years | 
|Anson Station
	Wadesboro, NC                  |  |             | 1988      |          |  |               | Aug 95 |  |  |  | 40 Years | 
|Roanoke Landing
	Williamston, NC              |  |             | 1991      |          |  |               | Jan 96 |  |  |  | 40 Years | 
|Shopping Center  Wilson
	Wilson, NC          |  |             | 1973      |          |  |               | May 86 |  |  |  | 35 Years | 
|Stratford Commons
	Winston-Salem, NC          |  |             | 1995      |          |  |               | Dec 96 |  |  |  | 40 Years | 
|Northern Automotive
	Grand Island, NE         |  |             | 1988      |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Northern Automotive
	Hastings, NE             |  |             | 1988      |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Laurel Square
	Bricktown, NJ                  |  |             | 1973      |          |  |               | Jul 92 |  |  |  | 40 Years | 
|Hamilton Plaza  Kmart Plaza
	Hamilton, NJ    |  |             | 1972      |          |  |               | May 94 |  |  |  | 40 Years | 
|Bennetts Mills Plaza
	Jackson, NJ             |  |             | 1988      |          |  |               | Sep 94 |  |  |  | 40 Years | 
|Jackson Outlet Village
	Jackson, NJ           |  |             | 1997      |          |  |               | Apr 97 |  |  |  | 40 Years | 
|Middletown Plaza
	Middletown, NJ              |  |             | 1972      |          |  |               | Jan 75 |  |  |  | 40 Years | 
|Institute for Defense Analyses
	Princeton, NJ |  |             | 1974,1982 |          |  |               | May 74 |  |  |  | 35 Years | 

F-42



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                            |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|------------------------------------------- |  | ------------ | --------- | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | ---------- | ------------ |  | ----- | --------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                            |  |              |           |                         |  |                  |           |                                  |  |         
|COLUMN A                                    |  | COLUMN B     |           | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                            |  |              |           |                         |  |                  |           |                                  |  |         
|                                            |  |              |           |                         |  | Cost Capitalized |           |                                  |  |         
|                                            |  |              |           |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                            |  |              |           | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                            |  |              |           |                         |  |                  |           |                                  |  |         
|                                            |  |              |           |                         |  | Building &       |           |                                  |  |          |            | Building &   |  |       |           | Accumulated 
|Description                                 |  | Encumbrances |           | Land                    |  | Improvements     |           | Improvements                     |  | Land     |            | Improvements |  | Total |           | Depreciation
|                                            |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |           |             
|Retail                                      |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|Tinton Falls Plaza
	Tinton Falls, NJ        |  |              |           |                         |  |                  | 1,884,325 |                                  |  |          | 6,308,392  |              |  |       | 179,114   |              |  |  | 1,884,325 |  |  |  | 6,487,506  |  |  |  | 8,371,831  |  |  |  | 691,700   | 
|Dover Park Plaza
	Yardville, NJ             |  |              |           |                         |  |                  | 322,678   |                                  |  |          | 3,027,322  |              |  |       | 17,000    |              |  |  | 322,678   |  |  |  | 3,044,322  |  |  |  | 3,367,000  |  |  |  | 142,756   | 
|Galleria Commons
	Henderson, NV             |  |              |           |                         |  |                  | 6,854,959 |                                  |  |          | 27,590,493 |              |  |       | 10,001    |              |  |  | 6,854,959 |  |  |  | 27,600,494 |  |  |  | 34,455,453 |  |  |  | 2,210,276 | 
|Renaissance Center East
	Las Vegas, NV      |  |              |           |                         |  |                  | 2,543,856 |                                  |  |          | 10,175,427 |              |  |       | 368,910   |              |  |  | 2,543,856 |  |  |  | 10,544,337 |  |  |  | 13,088,193 |  |  |  | 1,450,618 | 
|Kietzke Center
	Reno, NV                    |  |              |           |                         |  |                  | 3,069,735 |                                  |  |          | 12,279,924 |              |  |       | 213,414   |              |  |  | 3,069,735 |  |  |  | 12,493,338 |  |  |  | 15,563,073 |  |  |  | 980,349   | 
|University Mall
	Canton, NY                 |  |              |           |                         |  |                  | 115,261   |                                  |  |          | 1,010,636  |              |  |       | 1,063,337 |              |  |  | 115,261   |  |  |  | 2,073,973  |  |  |  | 2,189,234  |  |  |  | 1,181,470 | 
|Cortlandville
	Cortland, NY                 |  |              |           |                         |  |                  | 237,194   |                                  |  |          | 1,440,393  |              |  |       | 529,607   |              |  |  | 237,194   |  |  |  | 1,970,000  |  |  |  | 2,207,194  |  |  |  | 669,220   | 
|Kmart Plaza
	Dewitt,NY                      |  |              |           |                         |  |                  | 943,079   |                                  |  |          | 3,772,312  |              |  |       | 382,818   |              |  |  | 943,079   |  |  |  | 4,155,130  |  |  |  | 5,098,209  |  |  |  | 859,069   | 
|D & F Plaza
	Dunkirk, NY                    |  |              |           |                         |  |                  | 730,900   |                                  |  |          | 2,158,094  |              |  |       | 1,993,962 |              |  |  | 730,900   |  |  |  | 4,152,056  |  |  |  | 4,882,956  |  |  |  | 1,618,644 | 
|Shopping Center  Elmira
	Elmira, NY        |  |              |           |                         |  |                  | 110,318   |                                  |  |          | 892,015    |              |  |       | 601,507   |              |  |  | 110,318   |  |  |  | 1,493,522  |  |  |  | 1,603,840  |  |  |  | 312,844   | 
|Genesse Valley Shopping Center
	Genesco, NY |  |              | 8,454,208 |                         |  |                  | 3,640,104 |                                  |  |          | 14,560,263 |              |  |       | 108,283   |              |  |  | 3,640,104 |  |  |  | 14,668,546 |  |  |  | 18,308,650 |  |  |  | 1,177,539 | 
|Pyramid Mall
	Geneva, NY                    |  |              |           |                         |  |                  | 2,176,731 |                                  |  |          | 8,706,926  |              |  |       | 790,084   |              |  |  | 2,176,731 |  |  |  | 9,497,010  |  |  |  | 11,673,741 |  |  |  | 1,908,190 | 
|Mckinley Plaza
	Hamburg, NY                 |  |              |           |                         |  |                  | 1,247,680 |                                  |  |          | 4,990,716  |              |  |       | 272,137   |              |  |  | 1,247,680 |  |  |  | 5,262,853  |  |  |  | 6,510,533  |  |  |  | 1,237,155 | 
|Hornell Plaza
	Hornell, NY                  |  |              |           |                         |  |                  | 170,347   |                                  |  |          | 20,874,229 |              |  |       | 141,242   |              |  |  | 170,347   |  |  |  | 21,015,471 |  |  |  | 21,185,818 |  |  |  | 1,677,470 | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                            |  |             |         |          |  |               |        |  |  |  |          | 
|------------------------------------------- |  | ----------- | ------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                    |  | COLUMN G    |         | COLUMN H |  | COLUMN I     
|                                            |  |             |         |          |  |              
|                                            |  |             |         |          |  | Life on Which
|                                            |  |             |         |          |  | Depreciated 
|                                            |  | Date        |         | Date     |  | Latest Income
|Description                                 |  | Constructed |         | Acquired |  | Statement    
|                                            |  |             |         |          |  |              
|Retail                                      |  |             |         |          |  |               |        |  |  |  |          | 
|Tinton Falls Plaza
	Tinton Falls, NJ        |  |             | 1953    |          |  |               | Jan 98 |  |  |  | 40 Years | 
|Dover Park Plaza
	Yardville, NJ             |  |             | 1966    |          |  |               | Jan 00 |  |  |  | 40 Years | 
|Galleria Commons
	Henderson, NV             |  |             | 1997-98 |          |  |               | Jun 98 |  |  |  | 40 Years | 
|Renaissance Center East
	Las Vegas, NV      |  |             | 1981    |          |  |               | Oct 96 |  |  |  | 40 Years | 
|Kietzke Center
	Reno, NV                    |  |             | 1974    |          |  |               | Jun 97 |  |  |  | 40 Years | 
|University Mall
	Canton, NY                 |  |             | 1967    |          |  |               | Jan 76 |  |  |  | 40 Years | 
|Cortlandville
	Cortland, NY                 |  |             | 1984    |          |  |               | Aug 87 |  |  |  | 35 Years | 
|Kmart Plaza
	Dewitt,NY                      |  |             | 1970    |          |  |               | Aug 93 |  |  |  | 40 Years | 
|D & F Plaza
	Dunkirk, NY                    |  |             | 1967    |          |  |               | Jan 86 |  |  |  | 40 Years | 
|Shopping Center  Elmira
	Elmira, NY        |  |             | 1976    |          |  |               | Feb 89 |  |  |  | 40 Years | 
|Genesse Valley Shopping Center
	Genesco, NY |  |             | 1993    |          |  |               | Jul 98 |  |  |  | 40 Years | 
|Pyramid Mall
	Geneva, NY                    |  |             | 1973    |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Mckinley Plaza
	Hamburg, NY                 |  |             | 1991    |          |  |               | Jun 92 |  |  |  | 40 Years | 
|Hornell Plaza
	Hornell, NY                  |  |             | 1995    |          |  |               | Jul 98 |  |  |  | 40 Years | 

F-43



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                      |  |              |  |                         |  |                  |           |                                  |  |          |           |              |  |       |           |              |  |  |           |  |  |  |           |  |  |  |            |  |  |  |           | 
|------------------------------------- |  | ------------ |  | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | --------- | ------------ |  | ----- | --------- | ------------ |  |  | --------- |  |  |  | --------- |  |  |  | ---------- |  |  |  | --------- | 
|                                      |  |              |  |                         |  |                  |           |                                  |  |         
|COLUMN A                              |  | COLUMN B     |  | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                      |  |              |  |                         |  |                  |           |                                  |  |         
|                                      |  |              |  |                         |  | Cost Capitalized |           |                                  |  |         
|                                      |  |              |  |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                      |  |              |  | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                      |  |              |  |                         |  |                  |           |                                  |  |         
|                                      |  |              |  |                         |  | Building &       |           |                                  |  |          |           | Building &   |  |       |           | Accumulated 
|Description                           |  | Encumbrances |  | Land                    |  | Improvements     |           | Improvements                     |  | Land     |           | Improvements |  | Total |           | Depreciation
|                                      |  |              |  |                         |  |                  |           |                                  |  |          |           |              |  |       |           |             
|Retail                                |  |              |  |                         |  |                  |           |                                  |  |          |           |              |  |       |           |              |  |  |           |  |  |  |           |  |  |  |            |  |  |  |           | 
|Cayuga Plaza
	Ithaca, NY              |  |              |  |                         |  |                  | 1,399,238 |                                  |  |          | 5,597,954 |              |  |       | 712,137   |              |  |  | 1,399,238 |  |  |  | 6,310,091 |  |  |  | 7,709,329  |  |  |  | 2,005,821 | 
|Shops @ Seneca Mall
	Liverpool, NY    |  |              |  |                         |  |                  | 1,547,007 |                                  |  |          | 6,188,026 |              |  |       | 2,760,755 |              |  |  | 1,547,007 |  |  |  | 8,948,781 |  |  |  | 10,495,788 |  |  |  | 1,698,924 | 
|Transit Road Plaza
	Lockport, NY      |  |              |  |                         |  |                  | 424,680   |                                  |  |          | 1,698,721 |              |  |       | 578,398   |              |  |  | 424,680   |  |  |  | 2,277,119 |  |  |  | 2,701,799  |  |  |  | 546,699   | 
|Wallkill Plaza
	Middletown, NY        |  |              |  |                         |  |                  | 2,748,152 |                                  |  |          | 9,672,604 |              |  |       | 245,938   |              |  |  | 2,748,152 |  |  |  | 9,918,542 |  |  |  | 12,666,694 |  |  |  | 1,394,669 | 
|Monroe Shoprite Plaza
	Monroe, NY     |  |              |  |                         |  |                  | 1,028,189 |                                  |  |          | 8,649,212 |              |  |       | 138,168   |              |  |  | 1,028,189 |  |  |  | 8,787,380 |  |  |  | 9,815,569  |  |  |  | 922,354   | 
|Rockland Plaza
	Nanuet, NY            |  |              |  |                         |  |                  | 3,904,495 |                                  |  |          | 3,601,556 |              |  |       | 5,201,619 |              |  |  | 3,904,495 |  |  |  | 8,803,175 |  |  |  | 12,707,670 |  |  |  | 4,274,154 | 
|South Plaza
	Norwich, NY              |  |              |  |                         |  |                  | 508,445   |                                  |  |          | 1,053,373 |              |  |       | 1,729,349 |              |  |  | 508,445   |  |  |  | 2,782,722 |  |  |  | 3,291,167  |  |  |  | 1,272,269 | 
|Westgate Plaza  Oneonta
	Oneonta, NY |  |              |  |                         |  |                  | 143,021   |                                  |  |          | 1,192,907 |              |  |       | 405,857   |              |  |  | 143,021   |  |  |  | 1,598,764 |  |  |  | 1,741,785  |  |  |  | 742,025   | 
|Oswego Plaza
	Oswego, NY              |  |              |  |                         |  |                  | 250,437   |                                  |  |          | 1,169,775 |              |  |       | 2,707,819 |              |  |  | 250,437   |  |  |  | 3,877,594 |  |  |  | 4,128,031  |  |  |  | 1,932,361 | 
|Mohawk
	Rome, NY                      |  |              |  |                         |  |                  | 93,341    |                                  |  |          | 483,405   |              |  |       | 231,437   |              |  |  | 93,341    |  |  |  | 714,842   |  |  |  | 808,183    |  |  |  | 353,776   | 
|Mohawk Acres
	Rome, NY                |  |              |  |                         |  |                  | 242,393   |                                  |  |          | 1,272,040 |              |  |       | 1,687,125 |              |  |  | 242,393   |  |  |  | 2,959,165 |  |  |  | 3,201,558  |  |  |  | 1,269,725 | 
|Price Chopper Plaza
	Rome, NY         |  |              |  |                         |  |                  | 934,687   |                                  |  |          | 3,738,751 |              |  |       | 153,908   |              |  |  | 934,687   |  |  |  | 3,892,659 |  |  |  | 4,827,346  |  |  |  | 789,637   | 
|Westgate Manor Plaza  Rome
	Rome, NY |  |              |  |                         |  |                  | 211,964   |                                  |  |          | 392,996   |              |  |       | 1,037,804 |              |  |  | 211,964   |  |  |  | 1,430,800 |  |  |  | 1,642,764  |  |  |  | 534,263   | 
|Northland
	Watertown, NY              |  |              |  |                         |  |                  | 16,892    |                                  |  |          | 258,397   |              |  |       | 960,020   |              |  |  | 16,892    |  |  |  | 1,218,417 |  |  |  | 1,235,309  |  |  |  | 408,333   | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                      |  |             |      |          |  |               |        |  |  |  |          | 
|------------------------------------- |  | ----------- | ---- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                              |  | COLUMN G    |      | COLUMN H |  | COLUMN I     
|                                      |  |             |      |          |  |              
|                                      |  |             |      |          |  | Life on Which
|                                      |  |             |      |          |  | Depreciated 
|                                      |  | Date        |      | Date     |  | Latest Income
|Description                           |  | Constructed |      | Acquired |  | Statement    
|                                      |  |             |      |          |  |              
|Retail                                |  |             |      |          |  |               |        |  |  |  |          | 
|Cayuga Plaza
	Ithaca, NY              |  |             | 1969 |          |  |               | May 89 |  |  |  | 40 Years | 
|Shops @ Seneca Mall
	Liverpool, NY    |  |             | 1971 |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Transit Road Plaza
	Lockport, NY      |  |             | 1971 |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Wallkill Plaza
	Middletown, NY        |  |             | 1986 |          |  |               | Dec 95 |  |  |  | 40 Years | 
|Monroe Shoprite Plaza
	Monroe, NY     |  |             | 1972 |          |  |               | Aug 97 |  |  |  | 40 Years | 
|Rockland Plaza
	Nanuet, NY            |  |             | 1963 |          |  |               | Jan 83 |  |  |  | 40 Years | 
|South Plaza
	Norwich, NY              |  |             | 1967 |          |  |               | Apr 83 |  |  |  | 40 Years | 
|Westgate Plaza  Oneonta
	Oneonta, NY |  |             | 1967 |          |  |               | Jan 84 |  |  |  | 40 Years | 
|Oswego Plaza
	Oswego, NY              |  |             | 1966 |          |  |               | Jan 77 |  |  |  | 40 Years | 
|Mohawk
	Rome, NY                      |  |             | 1965 |          |  |               | Jan 84 |  |  |  | 40 Years | 
|Mohawk Acres
	Rome, NY                |  |             | 1965 |          |  |               | Feb 84 |  |  |  | 40 Years | 
|Price Chopper Plaza
	Rome, NY         |  |             | 1988 |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Westgate Manor Plaza  Rome
	Rome, NY |  |             | 1961 |          |  |               | Jan 86 |  |  |  | 40 Years | 
|Northland
	Watertown, NY              |  |             | 1962 |          |  |               | Jan 73 |  |  |  | 40 Years | 

F-44



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                                |  |              |           |                         |  |                  |           |                                  |  |          |           |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|----------------------------------------------- |  | ------------ | --------- | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | --------- | ------------ |  | ----- | --------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                                |  |              |           |                         |  |                  |           |                                  |  |         
|COLUMN A                                        |  | COLUMN B     |           | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                                |  |              |           |                         |  |                  |           |                                  |  |         
|                                                |  |              |           |                         |  | Cost Capitalized |           |                                  |  |         
|                                                |  |              |           |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                                |  |              |           | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                                |  |              |           |                         |  |                  |           |                                  |  |         
|                                                |  |              |           |                         |  | Building &       |           |                                  |  |          |           | Building &   |  |       |           | Accumulated 
|Description                                     |  | Encumbrances |           | Land                    |  | Improvements     |           | Improvements                     |  | Land     |           | Improvements |  | Total |           | Depreciation
|                                                |  |              |           |                         |  |                  |           |                                  |  |          |           |              |  |       |           |             
|Retail                                          |  |              |           |                         |  |                  |           |                                  |  |          |           |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|Ashland Square
	Ashland, OH                     |  |              |           |                         |  |                  | 1,990,823 |                                  |  |          | 7,963,282 |              |  |       | 171,538   |              |  |  | 1,990,823 |  |  |  | 8,134,820  |  |  |  | 10,125,643 |  |  |  | 652,641   | 
|Harbor Plaza
	Ashtabula, OH                     |  |              |           |                         |  |                  | 388,997   |                                  |  |          | 1,456,108 |              |  |       | 253,099   |              |  |  | 388,997   |  |  |  | 1,709,207  |  |  |  | 2,098,204  |  |  |  | 517,959   | 
|Belpre Plaza
	Belpre, OH                        |  |              |           |                         |  |                  |           |                                  |  |          | 2,066,121 |              |  |       | 139,088   |              |  |  |           |  |  |  | 2,205,209  |  |  |  | 2,205,209  |  |  |  | 808,162   | 
|Southwood Plaza
	Bowling Green, OH              |  |              |           |                         |  |                  | 673,430   |                                  |  |          | 1,537,519 |              |  |       | 874,603   |              |  |  | 673,430   |  |  |  | 2,412,122  |  |  |  | 3,085,552  |  |  |  | 910,192   | 
|Brentwood Plaza
	Cincinnati, OH                 |  |              |           |                         |  |                  | 2,027,969 |                                  |  |          | 8,222,875 |              |  |       | 922,520   |              |  |  | 2,027,969 |  |  |  | 9,145,395  |  |  |  | 11,173,364 |  |  |  | 1,740,651 | 
|Delhi Shopping Center
	Cincinnati, OH           |  |              |           |                         |  |                  | 2,300,029 |                                  |  |          | 9,218,117 |              |  |       | 214,041   |              |  |  | 2,300,029 |  |  |  | 9,432,158  |  |  |  | 11,732,187 |  |  |  | 1,294,621 | 
|Western Village Shopping Center
	Cincinnati, OH |  |              |           |                         |  |                  | 1,321,484 |                                  |  |          | 5,300,935 |              |  |       | 164,236   |              |  |  | 1,321,484 |  |  |  | 5,465,171  |  |  |  | 6,786,655  |  |  |  | 1,047,692 | 
|Crown Point Shopping Center
	Columbus, OH       |  |              | 7,440,599 |                         |  |                  | 2,881,681 |                                  |  |          | 7,958,319 |              |  |       | 62,355    |              |  |  | 2,881,681 |  |  |  | 8,020,674  |  |  |  | 10,902,355 |  |  |  | 733,816   | 
|South Towne Centre
	Dayton, OH                  |  |              |           |                         |  |                  | 4,737,368 |                                  |  |          | 9,636,943 |              |  |       | 1,770,802 |              |  |  | 4,737,368 |  |  |  | 11,407,745 |  |  |  | 16,145,113 |  |  |  | 3,215,834 | 
|Heritage Square
	Dover, OH                      |  |              |           |                         |  |                  | 1,749,182 |                                  |  |          | 7,011,926 |              |  |       | 155,012   |              |  |  | 1,749,182 |  |  |  | 7,166,938  |  |  |  | 8,916,120  |  |  |  | 1,536,270 | 
|Midway Crossing
	Elyria, OH                     |  |              |           |                         |  |                  | 1,944,200 |                                  |  |          | 7,776,800 |              |  |       | 287,549   |              |  |  | 1,944,200 |  |  |  | 8,064,349  |  |  |  | 10,008,549 |  |  |  | 1,231,787 | 
|Fairfield Mall
	Fairfield, OH                   |  |              |           |                         |  |                  | 1,287,649 |                                  |  |          | 1,685,919 |              |  |       | 246,817   |              |  |  | 1,287,649 |  |  |  | 1,932,736  |  |  |  | 3,220,385  |  |  |  | 573,508   | 
|Silver Bridge Plaza
	Gallipolis, OH             |  |              |           |                         |  |                  | 919,892   |                                  |  |          | 3,197,673 |              |  |       | 1,490,836 |              |  |  | 919,892   |  |  |  | 4,688,509  |  |  |  | 5,608,401  |  |  |  | 2,351,433 | 
|Parkway Plaza
	Maumee, OH                       |  |              |           |                         |  |                  | 950,667   |                                  |  |          | 2,069,921 |              |  |       | 885,056   |              |  |  | 950,667   |  |  |  | 2,954,977  |  |  |  | 3,905,644  |  |  |  | 873,645   | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                                |  |             |            |          |  |               |        |  |  |  |          | 
|----------------------------------------------- |  | ----------- | ---------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                        |  | COLUMN G    |            | COLUMN H |  | COLUMN I     
|                                                |  |             |            |          |  |              
|                                                |  |             |            |          |  | Life on Which
|                                                |  |             |            |          |  | Depreciated 
|                                                |  | Date        |            | Date     |  | Latest Income
|Description                                     |  | Constructed |            | Acquired |  | Statement    
|                                                |  |             |            |          |  |              
|Retail                                          |  |             |            |          |  |               |        |  |  |  |          | 
|Ashland Square
	Ashland, OH                     |  |             | 1990       |          |  |               | Oct 93 |  |  |  | 40 Years | 
|Harbor Plaza
	Ashtabula, OH                     |  |             | 1988       |          |  |               | Feb 91 |  |  |  | 40 Years | 
|Belpre Plaza
	Belpre, OH                        |  |             | 1969       |          |  |               | Jun 88 |  |  |  | 40 Years | 
|Southwood Plaza
	Bowling Green, OH              |  |             | 1961       |          |  |               | May 90 |  |  |  | 40 Years | 
|Brentwood Plaza
	Cincinnati, OH                 |  |             | 1957       |          |  |               | May 94 |  |  |  | 40 Years | 
|Delhi Shopping Center
	Cincinnati, OH           |  |             | 1973,85,87 |          |  |               | May 96 |  |  |  | 40 Years | 
|Western Village Shopping Center
	Cincinnati, OH |  |             | 1960       |          |  |               | May 94 |  |  |  | 40 Years | 
|Crown Point Shopping Center
	Columbus, OH       |  |             | 1980-85,97 |          |  |               | Jul 98 |  |  |  | 40 Years | 
|South Towne Centre
	Dayton, OH                  |  |             | 1972       |          |  |               | Mar 92 |  |  |  | 40 Years | 
|Heritage Square
	Dover, OH                      |  |             | 1959       |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Midway Crossing
	Elyria, OH                     |  |             | 1986       |          |  |               | Dec 95 |  |  |  | 40 Years | 
|Fairfield Mall
	Fairfield, OH                   |  |             | 1978       |          |  |               | May 90 |  |  |  | 40 Years | 
|Silver Bridge Plaza
	Gallipolis, OH             |  |             | 1972       |          |  |               | Dec 86 |  |  |  | 40 Years | 
|Parkway Plaza
	Maumee, OH                       |  |             | 1955       |          |  |               | Sep 89 |  |  |  | 40 Years | 

F-45



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                               |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|---------------------------------------------- |  | ------------ | --------- | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | ---------- | ------------ |  | ----- | --------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                               |  |              |           |                         |  |                  |           |                                  |  |         
|COLUMN A                                       |  | COLUMN B     |           | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                               |  |              |           |                         |  |                  |           |                                  |  |         
|                                               |  |              |           |                         |  | Cost Capitalized |           |                                  |  |         
|                                               |  |              |           |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                               |  |              |           | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                               |  |              |           |                         |  |                  |           |                                  |  |         
|                                               |  |              |           |                         |  | Building &       |           |                                  |  |          |            | Building &   |  |       |           | Accumulated 
|Description                                    |  | Encumbrances |           | Land                    |  | Improvements     |           | Improvements                     |  | Land     |            | Improvements |  | Total |           | Depreciation
|                                               |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |           |             
|Retail                                         |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|New Boston Shopping Center
	New Boston, OH     |  |              |           |                         |  |                  | 2,102,371 |                                  |  |          | 9,537,101  |              |  |       | 347,590   |              |  |  | 2,102,371 |  |  |  | 9,884,691  |  |  |  | 11,987,062 |  |  |  | 2,099,171 | 
|Market Place
	Piqua, OH                        |  |              |           |                         |  |                  | 597,923   |                                  |  |          | 3,738,164  |              |  |       | 479,632   |              |  |  | 597,923   |  |  |  | 4,217,796  |  |  |  | 4,815,719  |  |  |  | 1,150,076 | 
|Brice Park Shopping Center
	Reynoldsburg, OH   |  |              | 4,006,575 |                         |  |                  | 4,854,414 |                                  |  |          | 10,204,698 |              |  |       | 38,803    |              |  |  | 4,854,414 |  |  |  | 10,243,501 |  |  |  | 15,097,915 |  |  |  | 953,686   | 
|Central Ave Market Place
	Toledo, OH           |  |              |           |                         |  |                  | 1,046,480 |                                  |  |          | 1,769,207  |              |  |       | 442,984   |              |  |  | 1,046,480 |  |  |  | 2,212,191  |  |  |  | 3,258,671  |  |  |  | 615,294   | 
|Greentree Shopping Center
	Upper Arlington, OH |  |              | 5,186,110 |                         |  |                  | 3,379,200 |                                  |  |          | 6,860,800  |              |  |       | 139,176   |              |  |  | 3,379,200 |  |  |  | 6,999,976  |  |  |  | 10,379,176 |  |  |  | 635,746   | 
|Safeway
	Muskogee, OK                          |  |              |           |                         |  |                  | 476,864   |                                  |  |          | 1,840,640  |              |  |       |           |              |  |  | 476,864   |  |  |  | 1,840,640  |  |  |  | 2,317,504  |  |  |  | 152,205   | 
|Bethel Park Plaza
	Bethel Park, PA             |  |              |           |                         |  |                  | 868,039   |                                  |  |          | 9,933,094  |              |  |       | 1,052,809 |              |  |  | 868,039   |  |  |  | 10,985,903 |  |  |  | 11,853,942 |  |  |  | 1,425,307 | 
|Supervalu/ Clearfield
	Clearfield, PA          |  |              |           |                         |  |                  | 357,218   |                                  |  |          | 1,400,990  |              |  |       |           |              |  |  | 357,218   |  |  |  | 1,400,990  |  |  |  | 1,758,208  |  |  |  | 105,687   | 
|Laurel Mall
	Connellsville, PA                 |  |              |           |                         |  |                  | 2,072,000 |                                  |  |          | 3,116,472  |              |  |       | 36,569    |              |  |  | 2,072,000 |  |  |  | 3,153,041  |  |  |  | 5,225,041  |  |  |  | 78,709    | 
|Dillsburg Shopping Center
	Dillsburg, PA       |  |              |           |                         |  |                  | 1,166,376 |                                  |  |          | 4,665,505  |              |  |       | 268,474   |              |  |  | 1,166,376 |  |  |  | 4,933,979  |  |  |  | 6,100,355  |  |  |  | 615,881   | 
|Market Street Square
	Elizabethtown, PA        |  |              |           |                         |  |                  | 3,494,045 |                                  |  |          | 13,976,027 |              |  |       | 27,400    |              |  |  | 3,494,045 |  |  |  | 14,003,427 |  |  |  | 17,497,472 |  |  |  | 1,120,622 | 
|Hardees  PAD
	Hanover, PA                     |  |              |           |                         |  |                  |           |                                  |  |          | 400,000    |              |  |       |           |              |  |  |           |  |  |  | 400,000    |  |  |  | 400,000    |  |  |  | 44,583    | 
|New Garden Shopping Center
	Kennett Square, PA |  |              |           |                         |  |                  | 912,130   |                                  |  |          | 3,161,495  |              |  |       | 906,718   |              |  |  | 912,130   |  |  |  | 4,068,213  |  |  |  | 4,980,343  |  |  |  | 374,903   | 
|Stonemill Plaza
	Lancaster, PA                 |  |              |           |                         |  |                  | 1,407,975 |                                  |  |          | 5,650,901  |              |  |       | 209,006   |              |  |  | 1,407,975 |  |  |  | 5,859,907  |  |  |  | 7,267,882  |  |  |  | 1,174,267 | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                               |  |             |            |          |  |               |        |  |  |  |          | 
|---------------------------------------------- |  | ----------- | ---------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                       |  | COLUMN G    |            | COLUMN H |  | COLUMN I     
|                                               |  |             |            |          |  |              
|                                               |  |             |            |          |  | Life on Which
|                                               |  |             |            |          |  | Depreciated 
|                                               |  | Date        |            | Date     |  | Latest Income
|Description                                    |  | Constructed |            | Acquired |  | Statement    
|                                               |  |             |            |          |  |              
|Retail                                         |  |             |            |          |  |               |        |  |  |  |          | 
|New Boston Shopping Center
	New Boston, OH     |  |             | 1991       |          |  |               | Feb 93 |  |  |  | 40 Years | 
|Market Place
	Piqua, OH                        |  |             | 1972       |          |  |               | Nov 91 |  |  |  | 40 Years | 
|Brice Park Shopping Center
	Reynoldsburg, OH   |  |             | 1989-92    |          |  |               | Mar 98 |  |  |  | 40 Years | 
|Central Ave Market Place
	Toledo, OH           |  |             | 1968       |          |  |               | Aug 90 |  |  |  | 40 Years | 
|Greentree Shopping Center
	Upper Arlington, OH |  |             | 1974,80,91 |          |  |               | Jul 98 |  |  |  | 40 Years | 
|Safeway
	Muskogee, OK                          |  |             | 1981       |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Bethel Park Plaza
	Bethel Park, PA             |  |             | 1965       |          |  |               | May 97 |  |  |  | 40 Years | 
|Supervalu/ Clearfield
	Clearfield, PA          |  |             | 1982       |          |  |               | Aug 93 |  |  |  | 40 Years | 
|Laurel Mall
	Connellsville, PA                 |  |             | 1971       |          |  |               | May 01 |  |  |  | 40 Years | 
|Dillsburg Shopping Center
	Dillsburg, PA       |  |             | 1994       |          |  |               | Oct 96 |  |  |  | 40 Years | 
|Market Street Square
	Elizabethtown, PA        |  |             | 1993-94    |          |  |               | Oct 97 |  |  |  | 40 Years | 
|Hardees  PAD
	Hanover, PA                     |  |             | 1971       |          |  |               | Jul 97 |  |  |  | 35 Years | 
|New Garden Shopping Center
	Kennett Square, PA |  |             | 1979       |          |  |               | Apr 97 |  |  |  | 40 Years | 
|Stonemill Plaza
	Lancaster, PA                 |  |             | 1988       |          |  |               | Jan 94 |  |  |  | 40 Years | 

F-46



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                                     |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|---------------------------------------------------- |  | ------------ | --------- | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | ---------- | ------------ |  | ----- | --------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                                     |  |              |           |                         |  |                  |           |                                  |  |         
|COLUMN A                                             |  | COLUMN B     |           | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                                     |  |              |           |                         |  |                  |           |                                  |  |         
|                                                     |  |              |           |                         |  | Cost Capitalized |           |                                  |  |         
|                                                     |  |              |           |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                                     |  |              |           | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                                     |  |              |           |                         |  |                  |           |                                  |  |         
|                                                     |  |              |           |                         |  | Building &       |           |                                  |  |          |            | Building &   |  |       |           | Accumulated 
|Description                                          |  | Encumbrances |           | Land                    |  | Improvements     |           | Improvements                     |  | Land     |            | Improvements |  | Total |           | Depreciation
|                                                     |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |           |             
|Retail                                               |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|Crossroads Plaza
	Mt. Pleasant, PA                   |  |              |           |                         |  |                  | 384,882   |                                  |  |          | 1,040,905  |              |  |       | 485,805   |              |  |  | 384,882   |  |  |  | 1,526,710  |  |  |  | 1,911,592  |  |  |  | 476,761   | 
|Ivyridge Shopping Center
	Philadelphia, PA           |  |              |           |                         |  |                  | 1,504,080 |                                  |  |          | 6,026,320  |              |  |       | 989,904   |              |  |  | 1,504,080 |  |  |  | 7,016,224  |  |  |  | 8,520,304  |  |  |  | 1,101,363 | 
|Roosevelt Mall NE
	Philadelphia, PA                  |  |              |           |                         |  |                  | 2,537,377 |                                  |  |          | 2,671,543  |              |  |       | 8,055,852 |              |  |  | 2,537,377 |  |  |  | 10,727,395 |  |  |  | 13,264,772 |  |  |  | 6,050,973 | 
|Johnstown Galleria
	Richland Township, PA            |  |              | 3,075,880 |                         |  |                  | 1,584,716 |                                  |  |          | 6,338,789  |              |  |       | 168,999   |              |  |  | 1,584,716 |  |  |  | 6,507,788  |  |  |  | 8,092,504  |  |  |  | 560,154   | 
|Hampton Square Shopping Center
	Upper So Hampton, PA |  |              |           |                         |  |                  | 772,800   |                                  |  |          | 2,907,200  |              |  |       | 430,247   |              |  |  | 772,800   |  |  |  | 3,337,447  |  |  |  | 4,110,247  |  |  |  | 221,097   | 
|Shops @ Prospect
	West Hempfield, PA                 |  |              |           |                         |  |                  | 741,941   |                                  |  |          | 2,967,765  |              |  |       | 103,938   |              |  |  | 741,941   |  |  |  | 3,071,703  |  |  |  | 3,813,644  |  |  |  | 525,344   | 
|Circle Center
	Hilton Head Island, SC                |  |              |           |                         |  |                  | 1,533,329 |                                  |  |          | 6,133,106  |              |  |       | 12,689    |              |  |  | 1,533,329 |  |  |  | 6,145,795  |  |  |  | 7,679,124  |  |  |  | 491,667   | 
|Palmetto Crossroads
	Hilton Head Island, SC          |  |              |           |                         |  |                  | 473,111   |                                  |  |          | 1,892,443  |              |  |       | 28,645    |              |  |  | 473,111   |  |  |  | 1,921,088  |  |  |  | 2,394,199  |  |  |  | 154,389   | 
|Island Plaza
	James Island, SC                       |  |              |           |                         |  |                  | 2,820,729 |                                  |  |          | 11,283,031 |              |  |       | 306,414   |              |  |  | 2,820,729 |  |  |  | 11,589,445 |  |  |  | 14,410,174 |  |  |  | 945,539   | 
|Remount Village
	N. Charleston, SC                   |  |              |           |                         |  |                  | 1,470,352 |                                  |  |          | 5,879,355  |              |  |       |           |              |  |  | 1,470,352 |  |  |  | 5,879,355  |  |  |  | 7,349,707  |  |  |  | 467,361   | 
|Congress Crossing
	Athens, TN                        |  |              |           |                         |  |                  | 1,028,255 |                                  |  |          | 6,747,013  |              |  |       | 120,731   |              |  |  | 1,028,255 |  |  |  | 6,867,744  |  |  |  | 7,895,999  |  |  |  | 1,715,450 | 
|St. Elmo Central
	Chattanooga, TN                    |  |              |           |                         |  |                  | 1,529,587 |                                  |  |          | 6,120,555  |              |  |       | 40,827    |              |  |  | 1,529,587 |  |  |  | 6,161,382  |  |  |  | 7,690,969  |  |  |  | 487,549   | 
|Winn-Dixie
	Chattanooga, TN                          |  |              |           |                         |  |                  | 591,450   |                                  |  |          | 2,365,576  |              |  |       |           |              |  |  | 591,450   |  |  |  | 2,365,576  |  |  |  | 2,957,026  |  |  |  | 190,900   | 
|Apison Crossing
	Collegedale, TN                     |  |              |           |                         |  |                  | 1,679,125 |                                  |  |          | 6,716,542  |              |  |       | 3,391     |              |  |  | 1,679,125 |  |  |  | 6,719,933  |  |  |  | 8,399,058  |  |  |  | 538,363   | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                                     |  |             |           |          |  |               |        |  |  |  |          | 
|---------------------------------------------------- |  | ----------- | --------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                             |  | COLUMN G    |           | COLUMN H |  | COLUMN I     
|                                                     |  |             |           |          |  |              
|                                                     |  |             |           |          |  | Life on Which
|                                                     |  |             |           |          |  | Depreciated 
|                                                     |  | Date        |           | Date     |  | Latest Income
|Description                                          |  | Constructed |           | Acquired |  | Statement    
|                                                     |  |             |           |          |  |              
|Retail                                               |  |             |           |          |  |               |        |  |  |  |          | 
|Crossroads Plaza
	Mt. Pleasant, PA                   |  |             | 1975      |          |  |               | Nov 88 |  |  |  | 40 Years | 
|Ivyridge Shopping Center
	Philadelphia, PA           |  |             | 1963      |          |  |               | Aug 95 |  |  |  | 40 Years | 
|Roosevelt Mall NE
	Philadelphia, PA                  |  |             | 1958,1964 |          |  |               | Jan 64 |  |  |  | 40 Years | 
|Johnstown Galleria
	Richland Township, PA            |  |             | 1993      |          |  |               | Jul 97 |  |  |  | 40 Years | 
|Hampton Square Shopping Center
	Upper So Hampton, PA |  |             | 1980      |          |  |               | Dec 98 |  |  |  | 40 Years | 
|Shops @ Prospect
	West Hempfield, PA                 |  |             | 1994      |          |  |               | Jul 95 |  |  |  | 40 Years | 
|Circle Center
	Hilton Head Island, SC                |  |             | 1989      |          |  |               | Mar 94 |  |  |  | 40 Years | 
|Palmetto Crossroads
	Hilton Head Island, SC          |  |             | 1994      |          |  |               | Oct 95 |  |  |  | 40 Years | 
|Island Plaza
	James Island, SC                       |  |             | 1993-94   |          |  |               | Oct 97 |  |  |  | 40 Years | 
|Remount Village
	N. Charleston, SC                   |  |             | 1996      |          |  |               | Nov 96 |  |  |  | 40 Years | 
|Congress Crossing
	Athens, TN                        |  |             | 1990      |          |  |               | Mar 92 |  |  |  | 40 Years | 
|St. Elmo Central
	Chattanooga, TN                    |  |             | 1995      |          |  |               | Aug 96 |  |  |  | 40 Years | 
|Winn-Dixie
	Chattanooga, TN                          |  |             | 1995      |          |  |               | Jul 96 |  |  |  | 40 Years | 
|Apison Crossing
	Collegedale, TN                     |  |             | 1997      |          |  |               | Jul 97 |  |  |  | 40 Years | 

F-47



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                                    |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |         |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|--------------------------------------------------- |  | ------------ | --------- | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | -------- | ---------- | ------------ |  | ----- | ------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                                    |  |              |           |                         |  |                  |           |                                  |  |         
|COLUMN A                                            |  | COLUMN B     |           | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | COLUMN F
|                                                    |  |              |           |                         |  |                  |           |                                  |  |         
|                                                    |  |              |           |                         |  | Cost Capitalized |           |                                  |  |         
|                                                    |  |              |           |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |         
|                                                    |  |              |           | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |         
|                                                    |  |              |           |                         |  |                  |           |                                  |  |         
|                                                    |  |              |           |                         |  | Building &       |           |                                  |  |          |            | Building &   |  |       |         | Accumulated 
|Description                                         |  | Encumbrances |           | Land                    |  | Improvements     |           | Improvements                     |  | Land     |            | Improvements |  | Total |         | Depreciation
|                                                    |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |         |             
|Retail                                              |  |              |           |                         |  |                  |           |                                  |  |          |            |              |  |       |         |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|Saddletree Village
	Collegedale, TN                 |  |              | 1,777,055 |                         |  |                  | 685,676   |                                  |  |          | 2,900,245  |              |  |       | 12,678  |              |  |  | 685,676   |  |  |  | 2,912,923  |  |  |  | 3,598,599  |  |  |  | 230,904   | 
|West Towne Square Shopping Center
	Elizabethton, TN |  |              |           |                         |  |                  | 529,103   |                                  |  |          | 3,880,088  |              |  |       | 71,061  |              |  |  | 529,103   |  |  |  | 3,951,149  |  |  |  | 4,480,252  |  |  |  | 362,049   | 
|Greeneville Commons
	Greeneville, TN                |  |              |           |                         |  |                  | 1,075,200 |                                  |  |          | 7,934,800  |              |  |       | 374,176 |              |  |  | 1,075,200 |  |  |  | 8,308,976  |  |  |  | 9,384,176  |  |  |  | 1,938,578 | 
|Hazel Path Commons
	Hendersonville, TN              |  |              |           |                         |  |                  | 919,231   |                                  |  |          | 3,677,158  |              |  |       | 12,532  |              |  |  | 919,231   |  |  |  | 3,689,690  |  |  |  | 4,608,921  |  |  |  | 295,889   | 
|Kimball Crossing
	Kimball, TN                       |  |              |           |                         |  |                  | 3,966,352 |                                  |  |          | 15,875,659 |              |  |       | 75,696  |              |  |  | 3,966,352 |  |  |  | 15,951,355 |  |  |  | 19,917,707 |  |  |  | 1,271,378 | 
|Chapman-Ford Crossing
	Knoxville, TN                |  |              |           |                         |  |                  | 2,367,047 |                                  |  |          | 9,507,577  |              |  |       | (39,285 | )            |  |  | 2,367,047 |  |  |  | 9,468,292  |  |  |  | 11,835,339 |  |  |  | 759,031   | 
|Farrar Place
	Manchester, TN                        |  |              |           |                         |  |                  | 804,963   |                                  |  |          | 3,220,060  |              |  |       | 14,796  |              |  |  | 804,963   |  |  |  | 3,234,856  |  |  |  | 4,039,819  |  |  |  | 258,904   | 
|Georgetown Square
	Murfreesboro, TN                 |  |              |           |                         |  |                  | 1,166,924 |                                  |  |          | 4,674,698  |              |  |       | 208,342 |              |  |  | 1,166,924 |  |  |  | 4,883,040  |  |  |  | 6,049,964  |  |  |  | 1,055,864 | 
|Madison Street Station
	Shelbyville, TN             |  |              |           |                         |  |                  | 752,499   |                                  |  |          | 3,012,444  |              |  |       | 204,410 |              |  |  | 752,499   |  |  |  | 3,216,854  |  |  |  | 3,969,353  |  |  |  | 250,848   | 
|Commerce Central
	Tullahoma, TN                     |  |              |           |                         |  |                  | 3,043,798 |                                  |  |          | 12,177,046 |              |  |       | 70,148  |              |  |  | 3,043,798 |  |  |  | 12,247,194 |  |  |  | 15,290,992 |  |  |  | 978,829   | 
|Merchants Central
	Winchester, TN                  |  |              | 6,445,734 |                         |  |                  | 2,891,062 |                                  |  |          | 11,564,219 |              |  |       | 57,217  |              |  |  | 2,891,062 |  |  |  | 11,621,436 |  |  |  | 14,512,498 |  |  |  | 949,837   | 
|Bardin Place Center
	Arlington, TX                  |  |              |           |                         |  |                  | 6,733,620 |                                  |  |          | 27,101,486 |              |  |       | 35,731  |              |  |  | 6,733,620 |  |  |  | 27,137,217 |  |  |  | 33,870,837 |  |  |  | 2,173,036 | 
|Irving West SC
	Irving, TX                          |  |              | 2,609,285 |                         |  |                  | 933,850   |                                  |  |          | 3,735,400  |              |  |       | 20,319  |              |  |  | 933,850   |  |  |  | 3,755,719  |  |  |  | 4,689,569  |  |  |  | 306,508   | 
|Kroger
	Missouri City, TX                           |  |              |           |                         |  |                  | 390,012   |                                  |  |          | 1,505,457  |              |  |       |         |              |  |  | 390,012   |  |  |  | 1,269,457  |  |  |  | 1,659,469  |  |  |  | 115,091   | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                                    |  |             |            |          |  |               |        |  |  |  |          | 
|--------------------------------------------------- |  | ----------- | ---------- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                            |  | COLUMN G    |            | COLUMN H |  | COLUMN I     
|                                                    |  |             |            |          |  |              
|                                                    |  |             |            |          |  | Life on Which
|                                                    |  |             |            |          |  | Depreciated -
|                                                    |  | Date        |            | Date     |  | Latest Income
|Description                                         |  | Constructed |            | Acquired |  | Statement    
|                                                    |  |             |            |          |  |              
|Retail                                              |  |             |            |          |  |               |        |  |  |  |          | 
|Saddletree Village
	Collegedale, TN                 |  |             | 1990       |          |  |               | Jun 98 |  |  |  | 40 Years | 
|West Towne Square Shopping Center
	Elizabethton, TN |  |             | 1970, 1998 |          |  |               | Jun 98 |  |  |  | 40 Years | 
|Greeneville Commons
	Greeneville, TN                |  |             | 1990       |          |  |               | Mar 92 |  |  |  | 40 Years | 
|Hazel Path Commons
	Hendersonville, TN              |  |             | 1989       |          |  |               | Nov 95 |  |  |  | 40 Years | 
|Kimball Crossing
	Kimball, TN                       |  |             | 1987       |          |  |               | Nov 95 |  |  |  | 40 Years | 
|Chapman-Ford Crossing
	Knoxville, TN                |  |             | 1990       |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Farrar Place
	Manchester, TN                        |  |             | 1990       |          |  |               | Dec 95 |  |  |  | 40 Years | 
|Georgetown Square
	Murfreesboro, TN                 |  |             | 1986       |          |  |               | Sep 93 |  |  |  | 40 Years | 
|Madison Street Station
	Shelbyville, TN             |  |             | 1985       |          |  |               | Oct 95 |  |  |  | 40 Years | 
|Commerce Central
	Tullahoma, TN                     |  |             | 1995       |          |  |               | Aug 96 |  |  |  | 40 Years | 
|Merchants Central
	Winchester, TN                  |  |             | 1997       |          |  |               | Dec 97 |  |  |  | 40 Years | 
|Bardin Place Center
	Arlington, TX                  |  |             | 1992-93    |          |  |               | Oct 97 |  |  |  | 40 Years | 
|Irving West SC
	Irving, TX                          |  |             | 1987       |          |  |               | Sep 93 |  |  |  | 40 Years | 
|Kroger
	Missouri City, TX                           |  |             | 1982       |          |  |               | Aug 93 |  |  |  | 40 Years | 

F-48



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                                   |  |              |            |                         |  |                  |           |                                  |  |        |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|-------------------------------------------------- |  | ------------ | ---------- | ----------------------- |  | ---------------- | --------- | -------------------------------- |  | ------ | ---------- | ------------ |  | ----- | --------- | ------------ |  |  | --------- |  |  |  | ---------- |  |  |  | ---------- |  |  |  | --------- | 
|                                                   |  |              |            |                         |  |                  |           |                                  |  | COLUMN
|COLUMN A                                           |  | COLUMN B     |            | COLUMN C                |  | COLUMN D         |           | COLUMN E                         |  | F     
|                                                   |  |              |            |                         |  |                  |           |                                  |  |       
|                                                   |  |              |            |                         |  | Cost Capitalized |           |                                  |  |       
|                                                   |  |              |            |                         |  | Subsequent to    |           | Gross Amount at Which Carried at |  |       
|                                                   |  |              |            | Initial Cost to Company |  | Acquisition      |           | the Close of the Period          |  |       
|                                                   |  |              |            |                         |  |                  |           |                                  |  |       
|                                                   |  |              |            |                         |  | Building &       |           |                                  |  |        |            | Building &   |  |       |           | Accumulated 
|Description                                        |  | Encumbrances |            | Land                    |  | Improvements     |           | Improvements                     |  | Land   |            | Improvements |  | Total |           | Depreciation
|                                                   |  |              |            |                         |  |                  |           |                                  |  |        |            |              |  |       |           |             
|Retail                                             |  |              |            |                         |  |                  |           |                                  |  |        |            |              |  |       |           |              |  |  |           |  |  |  |            |  |  |  |            |  |  |  |           | 
|El Chico
	Temple, TX                               |  |              |            |                         |  |                  | 450,886   |                                  |  |        | 504,012    |              |  |       |           |              |  |  | 450,886   |  |  |  | 57,012     |  |  |  | 507,898    |  |  |  | 27,895    | 
|Valley Fair
	West Valley City, UT                  |  |              | 16,441,183 |                         |  |                  | 7,248,230 |                                  |  |        | 28,377,493 |              |  |       | 2,615,397 |              |  |  | 7,248,230 |  |  |  | 30,993,890 |  |  |  | 38,242,120 |  |  |  | 2,845,347 | 
|Factory Merchants Ft. Chiswell
	Ft. Chiswell, VA   |  |              |            |                         |  |                  | 411,023   |                                  |  |        | 1,644,017  |              |  |       | 426,788   |              |  |  | 411,023   |  |  |  | 2,070,805  |  |  |  | 2,481,828  |  |  |  | 528,006   | 
|Pizza Hut  Pad
	Harrisonburg, VA                  |  |              |            |                         |  |                  |           |                                  |  |        | 427,500    |              |  |       |           |              |  |  |           |  |  |  | 427,500    |  |  |  | 427,500    |  |  |  | 66,161    | 
|Hanover Square Shopping Center
	Mechanicsville, VA |  |              |            |                         |  |                  | 1,778,701 |                                  |  |        | 7,114,805  |              |  |       | 117,256   |              |  |  | 1,778,701 |  |  |  | 7,232,061  |  |  |  | 9,010,762  |  |  |  | 1,658,911 | 
|Victorian Square
	Midlothian, VA                   |  |              |            |                         |  |                  | 3,548,432 |                                  |  |        | 14,208,727 |              |  |       | 229,927   |              |  |  | 3,548,432 |  |  |  | 14,438,654 |  |  |  | 17,987,086 |  |  |  | 2,822,479 | 
|VA-KY Regional Sc
	Norton, VA                      |  |              |            |                         |  |                  | 2,795,765 |                                  |  |        | 11,183,253 |              |  |       | 50,799    |              |  |  | 2,795,765 |  |  |  | 11,234,052 |  |  |  | 14,029,817 |  |  |  | 899,583   | 
|Cave Spring Corners Shopping Center
	Roanoke, VA   |  |              |            |                         |  |                  | 1,064,298 |                                  |  |        | 4,257,792  |              |  |       | 336,027   |              |  |  | 1,064,298 |  |  |  | 4,593,819  |  |  |  | 5,658,117  |  |  |  | 525,049   | 
|Hunting Hills Shopping Center
	Roanoke, VA         |  |              | 3,870,304  |                         |  |                  | 1,897,007 |                                  |  |        | 6,010,376  |              |  |       | 43,847    |              |  |  | 1,897,007 |  |  |  | 6,054,223  |  |  |  | 7,951,230  |  |  |  | 567,846   | 
|Lakeside Plaza
	Salem, VA                          |  |              |            |                         |  |                  | 1,383,339 |                                  |  |        | 5,355,787  |              |  |       | 27,012    |              |  |  | 1,383,339 |  |  |  | 5,382,799  |  |  |  | 6,766,138  |  |  |  | 350,653   | 
|Shopping Center  Fredricksburg
	Spotsylvania, VA  |  |              |            |                         |  |                  | 250,000   |                                  |  |        | 1,363,880  |              |  |       | 462,344   |              |  |  | 250,000   |  |  |  | 1,826,224  |  |  |  | 2,076,224  |  |  |  | 669,313   | 
|Lake Drive Plaza
	Vinton, VA                       |  |              | 3,466,835  |                         |  |                  | 1,432,155 |                                  |  |        | 4,616,848  |              |  |       | 467,939   |              |  |  | 1,432,155 |  |  |  | 5,084,787  |  |  |  | 6,516,942  |  |  |  | 511,385   | 
|Ridgeview Centre
	Wise, VA                         |  |              |            |                         |  |                  | 2,707,679 |                                  |  |        | 4,417,792  |              |  |       | 635,963   |              |  |  | 2,707,679 |  |  |  | 5,053,755  |  |  |  | 7,761,434  |  |  |  | 1,181,884 | 
|Moundsville Plaza
	Moundsville, WV                 |  |              |            |                         |  |                  | 228,283   |                                  |  |        | 1,989,798  |              |  |       | 5,188,245 |              |  |  | 228,283   |  |  |  | 7,178,043  |  |  |  | 7,406,326  |  |  |  | 1,615,302 | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                                   |  |             |      |          |  |               |        |  |  |  |          | 
|-------------------------------------------------- |  | ----------- | ---- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                                           |  | COLUMN G    |      | COLUMN H |  | COLUMN I     
|                                                   |  |             |      |          |  |              
|                                                   |  |             |      |          |  | Life on Which
|                                                   |  |             |      |          |  | Depreciated 
|                                                   |  | Date        |      | Date     |  | Latest Income
|Description                                        |  | Constructed |      | Acquired |  | Statement    
|                                                   |  |             |      |          |  |              
|Retail                                             |  |             |      |          |  |               |        |  |  |  |          | 
|El Chico
	Temple, TX                               |  |             | 1995 |          |  |               | Dec 95 |  |  |  | 40 Years | 
|Valley Fair
	West Valley City, UT                  |  |             | 1970 |          |  |               | Dec 96 |  |  |  | 40 Years | 
|Factory Merchants Ft. Chiswell
	Ft. Chiswell, VA   |  |             | 1989 |          |  |               | Nov 93 |  |  |  | 40 Years | 
|Pizza Hut  Pad
	Harrisonburg, VA                  |  |             | 1969 |          |  |               | Jul 96 |  |  |  | 35 Years | 
|Hanover Square Shopping Center
	Mechanicsville, VA |  |             | 1991 |          |  |               | Jan 93 |  |  |  | 40 Years | 
|Victorian Square
	Midlothian, VA                   |  |             | 1991 |          |  |               | Mar 94 |  |  |  | 40 Years | 
|VA-KY Regional Sc
	Norton, VA                      |  |             | 1989 |          |  |               | Dec 92 |  |  |  | 40 Years | 
|Cave Spring Corners Shopping Center
	Roanoke, VA   |  |             | 1969 |          |  |               | Jun 97 |  |  |  | 40 Years | 
|Hunting Hills Shopping Center
	Roanoke, VA         |  |             | 1989 |          |  |               | Apr 98 |  |  |  | 40 Years | 
|Lakeside Plaza
	Salem, VA                          |  |             | 1989 |          |  |               | Apr 99 |  |  |  | 40 Years | 
|Shopping Center  Fredricksburg
	Spotsylvania, VA  |  |             | 1970 |          |  |               | May 86 |  |  |  | 35 Years | 
|Lake Drive Plaza
	Vinton, VA                       |  |             | 1976 |          |  |               | Feb 98 |  |  |  | 40 Years | 
|Ridgeview Centre
	Wise, VA                         |  |             | 1990 |          |  |               | Jul 92 |  |  |  | 40 Years | 
|Moundsville Plaza
	Moundsville, WV                 |  |             | 1961 |          |  |               | Dec 88 |  |  |  | 40 Years | 

F-49



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

December 31, 2001


|                                     |  |              |  |                         |  |                  |         |                                  |  |          |           |              |  |       |         |              |  |  |         |  |  |  |           |  |  |  |           |  |  |  |           | 
|------------------------------------ |  | ------------ |  | ----------------------- |  | ---------------- | ------- | -------------------------------- |  | -------- | --------- | ------------ |  | ----- | ------- | ------------ |  |  | ------- |  |  |  | --------- |  |  |  | --------- |  |  |  | --------- | 
|                                     |  |              |  |                         |  |                  |         |                                  |  |         
|COLUMN A                             |  | COLUMN B     |  | COLUMN C                |  | COLUMN D         |         | COLUMN E                         |  | COLUMN F
|                                     |  |              |  |                         |  |                  |         |                                  |  |         
|                                     |  |              |  |                         |  | Cost Capitalized |         |                                  |  |         
|                                     |  |              |  |                         |  | Subsequent to    |         | Gross Amount at Which Carried at |  |         
|                                     |  |              |  | Initial Cost to Company |  | Acquisition      |         | the Close of the Period          |  |         
|                                     |  |              |  |                         |  |                  |         |                                  |  |         
|                                     |  |              |  |                         |  | Building &       |         |                                  |  |          |           | Building &   |  |       |         | Accumulated 
|Description                          |  | Encumbrances |  | Land                    |  | Improvements     |         | Improvements                     |  | Land     |           | Improvements |  | Total |         | Depreciation
|                                     |  |              |  |                         |  |                  |         |                                  |  |          |           |              |  |       |         |             
|Retail                               |  |              |  |                         |  |                  |         |                                  |  |          |           |              |  |       |         |              |  |  |         |  |  |  |           |  |  |  |           |  |  |  |           | 
|Grand Central Plaza
	Parkersburg, WV |  |              |  |                         |  |                  |         |                                  |  |          | 4,358,333 |              |  |       | 153,150 |              |  |  |         |  |  |  | 4,511,483 |  |  |  | 4,511,483 |  |  |  | 1,583,079 | 
|Kmart Plaza
	Vienna, WV              |  |              |  |                         |  |                  | 664,121 |                                  |  |          | 2,656,483 |              |  |       | 339,166 |              |  |  | 664,121 |  |  |  | 2,995,649 |  |  |  | 3,659,770 |  |  |  | 619,474   | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                     |  |             |      |          |  |               |        |  |  |  |          | 
|------------------------------------ |  | ----------- | ---- | -------- |  | ------------- | ------ |  |  |  | -------- | 
|COLUMN A                             |  | COLUMN G    |      | COLUMN H |  | COLUMN I     
|                                     |  |             |      |          |  |              
|                                     |  |             |      |          |  | Life on Which
|                                     |  |             |      |          |  | Depreciated 
|                                     |  | Date        |      | Date     |  | Latest Income
|Description                          |  | Constructed |      | Acquired |  | Statement    
|                                     |  |             |      |          |  |              
|Retail                               |  |             |      |          |  |               |        |  |  |  |          | 
|Grand Central Plaza
	Parkersburg, WV |  |             | 1986 |          |  |               | Jun 88 |  |  |  | 40 Years | 
|Kmart Plaza
	Vienna, WV              |  |             | 1975 |          |  |               | Feb 93 |  |  |  | 40 Years | 

F-50



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION


December 31, 2001


|                                      |  |              |             |                         |  |                  |             |                                      |  |          |               |              |  |       |             |              |  |   |             |  |  |   |               |  |  |   |               |  |  |   |             | 
|------------------------------------- |  | ------------ | ----------- | ----------------------- |  | ---------------- | ----------- | ------------------------------------ |  | -------- | ------------- | ------------ |  | ----- | ----------- | ------------ |  | - | ----------- |  |  | - | ------------- |  |  | - | ------------- |  |  | - | ----------- | 
|                                      |  |              |             |                         |  |                  |             |                                      |  |         
|COLUMN A                              |  | COLUMN B     |             | COLUMN C                |  | COLUMN D         |             | COLUMN E                             |  | COLUMN F
|                                      |  |              |             |                         |  |                  |             |                                      |  |         
|                                      |  |              |             |                         |  | Cost Capitalized |             |                                      |  |         
|                                      |  |              |             |                         |  | Subsequent to    |             | Gross Amount at Which Carried at the |  |         
|                                      |  |              |             | Initial Cost to Company |  | Acquisition      |             | Close of the Period                  |  |         
|                                      |  |              |             |                         |  |                  |             |                                      |  |         
|                                      |  |              |             |                         |  | Building &       |             |                                      |  |          |               | Building &   |  |       |             | Accumulated 
|Description                           |  | Encumbrances |             | Land                    |  | Improvements     |             | Improvements                         |  | Land     |               | Improvements |  | Total |             | Depreciation
|                                      |  |              |             |                         |  |                  |             |                                      |  |          |               |              |  |       |             |             
|Other                                 |  |              |             |                         |  |                  |             |                                      |  |          |               |              |  |       |             |              |  |   |             |  |  |   |               |  |  |   |               |  |  |   |             | 
|Hillcrest Apartments
	Mobile, AL      |  |              | 1,252,632   |                         |  |                  |             |                                      |  |          |               |              |  |       |             |              |  |   |             |  |  |   |               |  |  |   |               |  |  |   |             | 
|Knollwood Apartments
	Mobile, AL      |  |              | 6,026,518   |                         |  |                  |             |                                      |  |          |               |              |  |       |             |              |  |   |             |  |  |   |               |  |  |   |               |  |  |   |             | 
|Roxbury Township NJ
	Roxbury, NJ      |  |              |             |                         |  |                  | 337,854     |                                      |  |          |               |              |  |       |             |              |  |   | 337,854     |  |  |   |               |  |  |   | 337,854       |  |  |   |             | 
|1 North Central Avenue
	Hartsdale, NY |  |              |             |                         |  |                  | 19,678      |                                      |  |          |               |              |  |       |             |              |  |   | 19,678      |  |  |   |               |  |  |   | 19,678        |  |  |   |             | 
|ERT Development Corp.
	New York, NY   |  |              |             |                         |  |                  | 1,897,664   |                                      |  |          | 435,000       |              |  |       |             |              |  |   | 1,897,664   |  |  |   | 435,000       |  |  |   | 2,332,664     |  |  |   |             | 
|                                      |  |              |             |                         |  |                  |             |                                      |  |          |               |              |  |       |             |              |  |   |             |  |  |   |               |  |  |   |               |  |  |   |             | 
|                                      |  | $            | 270,605,276 |                         |  | $                | 504,778,100 |                                      |  | $        | 1,975,782,160 |              |  | $     | 233,090,108 |              |  | $ | 504,778,100 |  |  | $ | 2,201,766,047 |  |  | $ | 2,706,544,147 |  |  | $ | 271,884,739 | 
|                                      |  |              |             |                         |  |                  |             |                                      |  |          |               |              |  |       |             |              |  |   |             |  |  |   |               |  |  |   |               |  |  |   |             | 

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                      |  |             |      |          |  |               |        |  |  |  |  | 
|------------------------------------- |  | ----------- | ---- | -------- |  | ------------- | ------ |  |  |  |  | 
|COLUMN A                              |  | COLUMN G    |      | COLUMN H |  | COLUMN I     
|                                      |  |             |      |          |  |              
|                                      |  |             |      |          |  | Life on Which
|                                      |  |             |      |          |  | Depreciated 
|                                      |  | Date        |      | Date     |  | Latest Income
|Description                           |  | Constructed |      | Acquired |  | Statement    
|                                      |  |             |      |          |  |              
|Other                                 |  |             |      |          |  |               |        |  |  |  |  | 
|Hillcrest Apartments
	Mobile, AL      |  |             |      |          |  |               |        |  |  |  |  | 
|Knollwood Apartments
	Mobile, AL      |  |             |      |          |  |               |        |  |  |  |  | 
|Roxbury Township NJ
	Roxbury, NJ      |  |             | 1997 |          |  |               | Dec 97 |  |  |  |  | 
|1 North Central Avenue
	Hartsdale, NY |  |             | 1972 |          |  |               | Jul 72 |  |  |  |  | 
|ERT Development Corp.
	New York, NY   |  |             |      |          |  |               | Jan 95 |  |  |  |  | 

F-51



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

SCHEDULE III  REAL ESTATE AND
ACCUMULATED DEPRECIATION

(in thousands)


|                                                                       |                                                          |              |   |              |   |              |   |           |   |  |   |           |  
|---------------------------------------------------------------------- | -------------------------------------------------------- | ------------ | - | ------------ | - | ------------ | - | --------- | - |  | - | --------- | -
|                                                                       |                                                          | Year Ended   |   | Year Ended   |   | Year Ended  
|                                                                       |                                                          | December 31, |   | December 31, |   | December 31,
|                                                                       |                                                          | 2001         |   | 2000         |   | 1999        
|                                                                       |                                                          |              |   |              |   |             
|[a] Reconciliation of total real estate
	carrying value is as follows: |                                                          |              |   |              |   |              |   |           |   |  |   |          
|                                                                       | Balance at beginning of year                             |              | $ | 2,452,631    |   |              | $ | 2,498,152 |   |  | $ | 2,446,854 |  
|                                                                       | Acquisitions and improvements                            |              |   | 322,926      |   |              |   | 28,470    |   |  |   | 59,312    |  
|                                                                       | Write-off fully depreciated assets                       |              |   |             |   |              |   | (11,275   | ) |  |   |          |  
|                                                                       | Real estate held for sale                                |              |   | (20,747      | ) |              |   | (9,104    | ) |  |   |          |  
|                                                                       | Allocation of purchase price                             |              |   |             |   |              |   |          |   |  |   | 4,000     |  
|                                                                       | Impairment of real estate                                |              |   | (13,107      | ) |              |   | (3,620    | ) |  |   |          |  
|                                                                       | Cost of property sold                                    |              |   | (58,057      | ) |              |   | (49,992   | ) |  |   | (12,014   | )
|                                                                       |                                                          |              |   |              |   |              |   |           |   |  |   |          
|                                                                       | Balance at end of year                                   |              | $ | 2,683,646    |   |              | $ | 2,452,631 |   |  | $ | 2,498,152 |  
|                                                                       |                                                          |              |   |              |   |              |   |           |   |  |   |          
|                                                                       | Total cost for federal tax purposes at end of
	each year |              | $ | 2,158,263    |   |              | $ | 2,118,477 |   |  | $ | 2,159,804 |  
|                                                                       |                                                          |              |   |              |   |              |   |           |   |  |   |          
|[b] Reconciliation of accumulated
	depreciation as follows:            |                                                          |              |   |              |   |              |   |           |   |  |   |          
|                                                                       | Balance at beginning of year                             |              | $ | 218,638      |   |              | $ | 180,080   |   |  | $ | 129,791   |  
|                                                                       | Depreciation expense                                     |              |   | 57,615       |   |              |   | 55,364    |   |  |   | 54,199    |  
|                                                                       | Deletions  property sold                                |              |   | (4,369       | ) |              |   | (4,676    | ) |  |   | (3,910    | )
|                                                                       | Write-off fully depreciated assets                       |              |   |             |   |              |   | (11,275   | ) |  |   |          |  
|                                                                       | Real estate held for sale                                |              |   | (2,129       | ) |              |   | (855      | ) |  |   |          |  
|                                                                       |                                                          |              |   |              |   |              |   |           |   |  |   |          
|                                                                       | Balance at end of year                                   |              | $ | 269,755      |   |              | $ | 218,638   |   |  | $ | 180,080   |  
|                                                                       |                                                          |              |   |              |   |              |   |           |   |  |   |          

F-52



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

MORTGAGE LOANS ON REAL ESTATE

(Amounts in Thousands)


SCHEDULE IV

December 31, 2001


|                                                                                      |  |          |     |          |  |               |            |          |  |                                               |                                        |           |  |  |  |   |       |   |       |   |       |   |       | 
|------------------------------------------------------------------------------------- |  | -------- | --- | -------- |  | ------------- | ---------- | -------- |  | --------------------------------------------- | -------------------------------------- | --------- |  |  |  | - | ----- | - | ----- | - | ----- | - | ----- | 
|Column A                                                                              |  | Column B |     | Column C |  | Column D      |            | Column E |  | Column F                                      |                                        | Column G 
|                                                                                      |  |          |     |          |  |               |            |          |  |                                               |                                        |          
|                                                                                      |  | Final    |     | Face     |  |               |            |          |  | Face                                          |                                        | Carrying 
|                                                                                      |  | Interest |     | Maturity |  | Periodic      |            | Prior    |  | Amount of                                     |                                        | Amount of
|Description                                                                           |  | Rate     |     | Date     |  | Payment Terms |            | Liens    |  | Mortgages                                     |                                        | Mortgages
|                                                                                      |  |          |     |          |  |               |            |          |  |                                               |                                        |          
|Purchase money first mortgage, collateralized by
	a shopping center in Whitesboro, NY |  |          | 8.0 | %        |  |               | 4/30/2002  |          |  | Interest payable monthly, balance at maturity |                                        |           |  |  |  | $ | 4,610 |   |       | $ | 3,705 |  
|Purchase money first mortgage, collateralized by
	a building in Tucson, AZ            |  |          | 8.5 | %        |  |               | 11/12/2003 |          |  |                                               | Interest and principal payable monthly |           |  |  |  |   |       |   | 758   |   |       |   | 715   | 
|Leasehold mortgage, collateralized by a tenant
	lease in D&F Plaza in Dunkirk, NY     |  |          | 12  | %        |  |               | 5/1/2008   |          |  |                                               | Interest and principal payable monthly |           |  |  |  |   |       |   | 1,000 |   |       |   | 744   | 
|Leasehold mortgage, collateralized by a tenant
	lease in Mohawk Acres in Rome, NY     |  |          | 10  | %        |  |               | 5/1/2010   |          |  |                                               | Interest and principal payable monthly |           |  |  |  |   |       |   | 450   |   |       |   | 426   | 
|                                                                                      |  |          |     |          |  |               |            |          |  |                                               |                                        |           |  |  |  |   |       |   |       |   |       |   |       | 
|                                                                                      |  |          |     |          |  |               |            |          |  |                                               |                                        |           |  |  |  |   |       | $ | 6,818 |   |       | $ | 5,590 | 
|                                                                                      |  |          |     |          |  |               |            |          |  |                                               |                                        |           |  |  |  |   |       |   |       |   |       |   |       | 



---



| |                                 
| | --------------------------------
| | Note: Column H is not applicable

F-53



---



##### 



NEW PLAN EXCEL REALTY TRUST, INC. AND
SUBSIDIARIES

MORTGAGE LOANS ON REAL ESTATE

(Amounts in Thousands)


SCHEDULE IV

(continued)


|                             |                         |                   |        |                   |   |   |        |       |  
|---------------------------- | ----------------------- | ----------------- | ------ | ----------------- | - | - | ------ | ----- | -
|                             |                         |                  
|                             |                         | Year Ended       
|                             |                         |                  
|                             |                         | December 31, 2001 |        | December 31, 2000
|                             |                         |                   |        |                  
|Balance, beginning of period |                         | $                 | 14,432 |                   |   | $ | 13,388 |      
|Additions during period:     |                         |                   |        |                   |   |   |        |      
|                             | New loans               |                   |        | 450               |   |   |        | 1,986 |  
|Reductions during period:    |                         |                   |        |                   |   |   |        |      
|                             | Collection of principal |                   |        | (9,292            | ) |   |        | (942  | )
|                             |                         |                   |        |                   |   |   |        |      
|Balance, end of period       |                         | $                 | 5,590  |                   |   | $ | 14,432 |      
|                             |                         |                   |        |                   |   |   |        |      

F-54



---



##### 



SIGNATURES

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



| |                                               
| | ----------------------------------------------
| | NEW PLAN EXCEL REALTY TRUST, INC. (Registrant)



| |     |                     
| | --- | --------------------
| | By: | /s/ GLENN J. RUFRANO

| | 
| | 
| | 

Glenn J. Rufrano


Chief Executive Officer


Dated: March 8, 2002

Pursuant to the requirements 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.

|                                           |  |                                                                                         |  |              
|------------------------------------------ |  | --------------------------------------------------------------------------------------- |  | -------------
|Signature                                  |  | Title                                                                                   |  | Date         
|                                           |  |                                                                                         |  |              
|/s/ WILLIAM NEWMANWilliam Newman           |  | Chairman of the Board of Directors                                                      |  | March 8, 2002
|                                          
|/s/ GLENN J. RUFRANOGlenn J. Rufrano       |  | Chief Executive Officer and Director                                                    |  | March 8, 2002
|                                          
|/s/ JOHN B. ROCHEJohn B. Roche             |  | Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer) |  | March 8, 2002
|                                          
|/s/ DEAN R. BERNSTEINDean R. Bernstein     |  | Senior Vice President  Acquisitions/
	Dispositions and Director                        |  | March 8, 2002
|                                          
|/s/ RAYMOND H. BOTTORFRaymond H. Bottorf   |  | Director                                                                                |  | March 8, 2002
|                                          
|/s/ ROBERT A. FRIEDMANRobert A. Friedman   |  | Director                                                                                |  | March 8, 2002
|                                          
|/s/ NORMAN GOLDNorman Gold                 |  | Director                                                                                |  | March 8, 2002
|                                          
|/s/ MATTHEW GOLDSTEINDr. Matthew Goldstein |  | Director                                                                                |  | March 8, 2002



---



##### 



|                                     |  |          |  |              
|------------------------------------ |  | -------- |  | -------------
|Signature                            |  | Title    |  | Date         
|                                     |  |          |  |              
|/s/ MELVIN D. NEWMANMelvin D. Newman |  | Director |  | March 8, 2002
|                                    
|/s/ BRUCE A. STALLERBruce A. Staller |  | Director |  | March 8, 2002
|                                    
|/s/ JOHN WETZLERJohn Wetzler         |  | Director |  | March 8, 2002
|                                    
|/s/ GREGORY A. WHITEGregory A. White |  | Director |  | March 8, 2002



---



##### 



EXHIBIT INDEX

|        |       |             |  |                                                                                                                                                                                                                                                                                         
|------- | ----- | ----------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit |       |            
|No.     |       | Description
|        |       |            
|        | *2.1  |             |  | Agreement for Purchase of Real Estate and Related
	Property, dated as of May 10, 2001, by and between the
	Company and Coolidge-Koenmen LLC, filed as Exhibit 2.1 to
	the Companys Current Report on Form 8-K filed on
	October 5, 2001.                                               
|        | *2.2  |             |  | Amendment to Agreement for Purchase of Real
	Estate and Related Property, dated as of July 30, 2001, by
	and between the Company and Coolidge-Koenmen LLC (Club Sales
	Contract Amendment), filed as Exhibit 2.2 to the
	Companys Current Report on Form 8-K filed on
	October 5, 2001.
|        | *2.3  |             |  | Amendment to Agreement for Purchase of Real
	Estate and Related Property, dated as of July 30, 2001, by
	and between the Company and Coolidge-Koenmen LLC, filed as
	Exhibit 2.3 to the Companys Current Report on
	Form 8-K filed on October 5, 2001.                                 
|        | *2.4  |             |  | Closing Date Amendment to Agreement for Purchase
	of Real Estate and Related Property, dated as of
	September 21, 2001, by and between the Company and
	Coolidge-Koenmen LLC, filed as Exhibit 2.4 to the
	Companys Current Report on Form 8-K filed on
	October 5, 2001.              
|        | *2.5  |             |  | Purchase Agreement, dated as of January 13,
	2002, by and among the Company, CenterAmerica Property Trust,
	L.P. and certain affiliates of CenterAmerica Property Trust,
	L.P., filed as Exhibit 2.1 to the Companys Current
	Report on Form 8-K filed on January 14, 2002.            
|        | *3.1  |             |  | Articles of Amendment and Restatement of the
	Charter of the Company filed as Exhibit 3.01 to Amendment
	No. 1 to the Companys Registration Statement on
	Form S-3, File No. 33-59195.                                                                                                 
|        | *3.2  |             |  | Articles of Amendment of Articles of Amendment
	and Restatement of the Charter of the Company filed as
	Exhibit 4.4 to the Companys Registration Statement on
	Form S-3, File No. 333-65211.                                                                                           
|        | *3.3  |             |  | Restated Bylaws of the Company, effective as of
	May 16, 2001 (incorporating all amendments thereto through
	May 16, 2001), filed as Exhibit 3.2 to the
	Companys Quarterly Report on Form 10-Q for the
	quarter ended June 30, 2001.                                                  
|        | 3.4   |             |  | Amendment to Restated Bylaws of the Company,
	dated November 5, 2001.                                                                                                                                                                                                                   
|        | *4.1  |             |  | Articles Supplementary classifying 4,600,000
	shares of preferred stock as 8 1/2% Series A
	Cumulative Convertible Preferred Stock filed as
	Exhibit 4.01 to the Companys Current Report on
	Form 8-K dated February 7, 1997.                                                          
|        | *4.2  |             |  | Articles Supplementary classifying 690,000 shares
	of preferred stock as 8 5/8% Series B Cumulative
	Redeemable Preferred Stock filed as Exhibit 4.02 to the
	Companys Current Report on Form 8-K dated
	January 14, 1998.                                                             
|        | *4.3  |             |  | Articles Supplementary relating to the
	Series C Junior Participating Preferred Stock of the
	Company, which may in the future be issued under the
	Companys Rights Plan filed as Exhibit 4.3 to the
	Companys Annual Report on Form 10-K/A for the year
	ended December 31, 1998.    
|        | *4.4  |             |  | Articles Supplementary classifying 150,000 shares
	of preferred stock as 7.80% Series D Cumulative Voting
	Step-Up Premium Rate Preferred Stock filed as Exhibit 4.5
	to the Companys Registration Statement on Form S-3,
	File No. 333-65211.                                         
|        | *10.1 |             |  | Amended and Restated 1993 Stock Option Plan of
	the Company, dated May 28, 1998, filed as Exhibit 4.1
	to the Companys Registration Statement on Form S-8,
	File No. 333-65223.                                                                                                        
|        | *10.2 |             |  | Amendment to the Amended and Restated 1993 Stock
	Option Plan of the Company, dated September 28, 1998, filed
	as Exhibit 10.4 to the Companys Annual Report on
	Form 10-K/A for the year ended December 31, 1998.                                                                     
|        | *10.3 |             |  | Amendment to the Amended and Restated 1993 Stock
	Option Plan of the Company, dated February 8, 1999, filed
	as Exhibit 10.5 to the Companys Annual Report on
	Form 10-K/A for the year ended December 31, 1998.                                                                       



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##### 



|        |        |             |  |                                                                                                                                                                                                                                                                                                                                                                                                      
|------- | ------ | ----------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit |        |            
|No.     |        | Description
|        |        |            
|        | *10.4  |             |  | Amendment to the Amended and Restated 1993 Stock
	Option Plan of the Company, dated April 21, 1999, filed as
	Exhibit 10.4 to the Companys Annual Report on
	Form 10-K for the year ended December 31, 1999.                                                                                                                                                                                        
|        | *10.5  |             |  | Amendment to the Amended and Restated 1993 Stock
	Option Plan of the Company, dated February 17, 2000, filed
	as Exhibit 10.5 to the Companys Annual Report on
	Form 10-K for the year ended December 31, 1999.                                                                                                                                                                                     
|        | *10.6  |             |  | Directors Amended and Restated 1994 Stock
	Option Plan of the Company, dated May 10, 1996, filed as
	Exhibit 10.8 to the Companys Annual Report on
	Form 10-K/A for the year ended December 31, 1998.                                                                                                                                                                                              
|        | *10.7  |             |  | Amendment to the Amended and Restated 1994
	Directors Stock Option Plan of the Company, dated
	September 28, 1998, filed as Exhibit 10.9 to the
	Companys Annual Report on Form 10-K/A for the year
	ended December 31, 1998.                                                                                                                                                                      
|        | *10.8  |             |  | Amendment to the Amended and Restated 1994
	Directors Stock Option Plan of the Company, dated
	February 17, 2000, filed as Exhibit 10.8 to the
	Companys Annual Report on Form 10-K for the year
	ended December 31, 1999.                                                                                                                                                                         
|        | *10.9  |             |  | Amendment to the Amended and Restated 1994
	Directors Stock Option Plan of the Company, effective as
	of May 24, 2000, filed as Exhibit 10.6 to the
	Companys Quarterly Report on Form 10-Q for the
	quarter ended June 30, 2000.                                                                                                                                                                  
|        | *10.10 |             |  | New Plan Realty Trust 1997 Stock Option Plan
	filed as Exhibit 4.1 to the Companys Registration
	Statement on Form S-8, File No. 333-65221.                                                                                                                                                                                                                                                         
|        | *10.11 |             |  | New Plan Realty Trust 1991 Stock Option Plan, as
	amended, filed as Exhibit 4.2 to the Companys
	Registration Statement on Form S-8, File No. 333-65221.                                                                                                                                                                                                                                            
|        | *10.12 |             |  | Amended and Restated New Plan Realty Trust 1985
	Incentive Stock Option Plan filed as Exhibit 4.3 to the
	Companys Registration Statement on Form S-8, File
	No. 333-65221.                                                                                                                                                                                                                         
|        | *10.13 |             |  | New Plan Realty Trust March 1991 Stock Option
	Plan and Non-Qualified Stock Option Plan filed as
	Exhibit 4.4 to the Companys Registration Statement on
	Form S-8, File No. 333-65221.                                                                                                                                                                                                              
|        | 10.14  |             |  | Credit Agreement (Facility I), dated as of
	October 22, 2001, by and among the Company, The Bank of New
	York, as administrative agent, Bank One, NA and Fleet National
	Bank, each as a co-documentation agent, Bank of America, as
	managing agent, and the lenders party thereto.                                                                                                                 
|        | *10.15 |             |  | Amendment No. 1 to Credit Agreement
	(Facility I), dated as of December 27, 2001, by and
	among the Company, The Bank of New York, as administrative
	agent, and the lenders thereto, filed as Exhibit 10.1 to
	the Companys Current Report on Form 8-K filed on
	January 14, 2001.                                                                                                                 
|        | 10.16  |             |  | Guaranty (Facility I), dated as of
	October 22, 2001, by and among New Plan Realty Trust, Excel
	Realty Trust  ST, Inc., ERT Development Corporation
	and The Bank of New York, as administrative agent.                                                                                                                                                                                            
|        | *10.17 |             |  | Credit Agreement (Facility II), dated as of
	November 17, 1999, by and among New Plan Excel Realty
	Trust, Inc., the lenders party thereto, The Bank of New York, as
	administrative agent, and Bank One, NA and BankBoston, N.A.,
	each as co-documentation agent, filed as Exhibit 10.15 to
	the Companys Annual Report on Form 10-K for the year
	ended December 31, 1999.                       
|        | *10.18 |             |  | Amendment No. 1 to Credit Agreement
	(Facility II), dated as of June 27, 2000, by and among
	the Company, the lenders party thereto, The Bank of New York, as
	administrative agent, and Bank One, NA and BankBoston, N.A.,
	each as co-documentation agent, filed as Exhibit 10.4 to
	the Companys Quarterly Report on Form 10-Q for the
	quarter ended June 30, 2000.                             
|        | *10.19 |             |  | Amendment No. 2 to Credit Agreement
	(Facility II), dated as of November 3, 2000, by and
	among the Company, the lenders party thereto, The Bank of New
	York, as administrative agent, and Bank One, NA and Fleet
	National Bank, f/k/a BankBoston, N.A., each as co-documentation
	agent, filed as Exhibit 10.21 to the Companys Annual
	Report on Form 10K for the year ended December 31,
	2000.



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##### 



|        |        |             |  |                                                                                                                                                                                                                                                                                                                                                                                                
|------- | ------ | ----------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit |        |            
|No.     |        | Description
|        |        |            
|        | *10.20 |             |  | Amendment No. 3 to Credit Agreement
	(Facility II), dated as of May 9, 2001, by and among
	the Company, the lenders party thereto, The Bank of New York, as
	administrative agent, and Bank One, NA and Fleet National Bank,
	f/k/a BankBoston, NA, each as co-documentation agent, filed as
	Exhibit 10.4 to the Companys Quarterly Report on
	Form 10-Q for the quarter ended June 30, 2001.
|        | *10.21 |             |  | Letter Agreement, dated as of July 27, 2001,
	between the Company and The Bank of New York, as administrative
	agent, concerning the credit agreements, each dated as of
	November 17, 1999, as amended, filed as Exhibit 10.2
	to the Companys Quarterly Report on Form 10-Q for the
	quarter ended September 30, 2001.                                                                      
|        | *10.22 |             |  | Amendment No. 4 to Credit Agreement
	(Facility II), dated as of December 27, 2001, by and
	among the Company, The Bank of New York, as administrative
	agent, and the lenders party thereto, filed as Exhibit 10.2
	to the Companys Current Report on Form 8-K filed on
	January 14, 2002.                                                                                                    
|        | *10.23 |             |  | Guaranty (Facility II), dated as of
	November 17, 1999, by and among New Plan Realty Trust,
	Excel Realty Trust  ST, Inc. and The Bank of New
	York, as administrative agent, filed as Exhibit 10.16 to
	the Companys Annual Report on Form 10-K for the year
	ended December 31, 1999.                                                                                                      
|        | 10.24  |             |  | Guaranty (Facility II), dated as of
	October 22, 2001, by and between ERT Development
	Corporation and The Bank of New York, as administrative agent.                                                                                                                                                                                                                                          
|        | *10.25 |             |  | Indenture, dated as of May 8, 1995, between
	the Company and State Street Bank and Trust Company of
	California, N.A. (as successor to the First National Bank of
	Boston) filed as Exhibit 4.01 to the Companys
	Registration Statement on Form S-3, File No. 33-59195.                                                                                                                      
|        | *10.26 |             |  | First Supplemental Indenture, dated as of
	April 4, 1997, between the Company and State Street Bank
	and Trust Company of California, N.A. filed as Exhibit 4.02
	to the Companys Registration Statement on Form S-3,
	File No. 333-24615.                                                                                                                                                    
|        | *10.27 |             |  | Second Supplemental Indenture, dated as of
	July 3, 1997, between the Company and State Street Bank and
	Trust Company of California, N.A. filed as Exhibit 4.01 to
	the Companys Current Report on Form 8-K dated
	July 3, 1997.                                                                                                                                                             
|        | *10.28 |             |  | Senior Securities Indenture, dated as of
	March 29, 1995, between New Plan Realty Trust and The First
	National Bank of Boston, as Trustee filed as Exhibit 4.2 to
	New Plan Realty Trusts Registration Statement on
	Form S-3, File No. 33-60045.                                                                                                                                            
|        | *10.29 |             |  | First Supplemental Indenture, dated as of
	August 5, 1999, by and among New Plan Realty Trust, New
	Plan Excel Realty Trust, Inc. and State Street Bank and Trust
	Company filed as Exhibit 10.2 to the Companys
	Quarterly Report on Form 10-Q for the quarter ended
	September 30, 1999.                                                                                                    
|        | *10.30 |             |  | Senior Securities Indenture, dated as of
	February 3, 1999, among the Company, New Plan Realty Trust,
	as guarantor, and State Street Bank and Trust Company, as
	Trustee, filed as Exhibit 4.1 to the Companys Current
	Report on Form 8-K dated February 3, 1999.                                                                                                                           
|        | *10.31 |             |  | Amended and Restated Agreement of Limited
	Partnership of Excel Realty Partners, L.P., dated as of
	June 25, 1997, filed as Exhibit 10.20 to the
	Companys Annual Report on Form 10-K for the fiscal
	year ended December 31, 1997.                                                                                                                                                           
|        | *10.32 |             |  | First Amendment to Amended and Restated Agreement
	of Limited Partnership of Excel Realty Partners, L.P., dated as
	of August 20, 1999, by and among New Plan DRP Trust, New
	Plan Excel Realty Trust, Inc. and the current and future
	partners in the partnership filed as Exhibit 10.3 to the
	Companys Quarterly Report on Form 10-Q for the
	quarter ended September 30, 1999.           
|        | *10.33 |             |  | Agreement and Plan of Merger, dated May 14,
	1998, as amended as of August 7, 1998, among the Company,
	ERT Merger Sub, Inc. and New Plan Realty Trust filed, as
	Exhibit 2.1 to the Companys Registration Statement on
	Form S-4, File No. 333-61131.                                                                                                                                        



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##### 



|        |        |             |  |                                                                                                                                                                                                                                                                  
|------- | ------ | ----------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit |        |            
|No.     |        | Description
|        |        |            
|        | *10.34 |             |  | Rights Agreement, dated as of May 15, 1998,
	between the Company and BankBoston, N.A., filed as
	Exhibit 4 to the Companys Report on Form 8-A
	dated May 19, 1998.                                                                                              
|        | *10.35 |             |  | First Amendment to Rights Agreement, dated as of
	February 8, 1999, between the Company and BankBoston, N.A.
	filed as Exhibit 4.1 to the Companys Report on
	Form 8-A/A (Amendment No. 1) dated May 5, 1999.                                                   
|        | *10.36 |             |  | Dividend Reinvestment and Share Purchase Plan,
	included in the prospectus of the Company filed pursuant to
	Rule 424(b)(3), File No. 333-65211, on April 20,
	2000.                                                                                             
|        | *10.37 |             |  | Employment Agreement, dated as of
	September 17, 1998, by and between the Company and William
	Newman, filed as Exhibit 10.39 to the Companys Annual
	Report on Form 10-K/A for the year ended December 31,
	1998.                                              
|        | *10.38 |             |  | Employment Agreement, dated as of
	February 23, 2000, by and between the Company and Glenn J.
	Rufrano, filed as Exhibit 10.1 to the Companys
	Current Report on Form 8-K, dated March 9, 2000.                                                                 
|        | *10.39 |             |  | Employment Agreement, dated as of April 14,
	2000, by and between the Company and John Roche, filed as
	Exhibit 10.15 to the Companys Quarterly Report on
	Form 10-Q for the quarter ended March 31, 2000.                                                      
|        | *10.40 |             |  | Employment Agreement, dated as of
	September 14, 2000, by and between the Company and Leonard
	Brumberg, filed as Exhibit 10.1 to the Companys
	Quarterly Report on Form 10-Q for the quarter ended
	September 30, 2000.                                        
|        | *10.41 |             |  | Employment Agreement, dated as of
	September 25, 1998, by and between the Company and Dean
	Bernstein, filed as Exhibit 10.39 to the Companys
	Annual Report on Form 10-K for the year ended
	December 31, 2000.                                                
|        | 10.42  |             |  | Extension Letter concerning Employment Agreement,
	dated March 27, 2000, provided by the Company to Dean
	Bernstein.                                                                                                                                             
|        | *10.43 |             |  | Employment Agreement, dated as of
	September 25, 1998, by and between the Company and Steven
	F. Siegel, filed as Exhibit 10.45 to the Companys
	Annual Report on Form 10-K/A for the year ended
	December 31, 1998.                                            
|        | 10.44  |             |  | Extension Letter concerning Employment Agreement,
	dated March 27, 2000, provided by the Company to
	Steven F. Siegel.                                                                                                                                           
|        | *10.45 |             |  | Support Agreement, dated as of May 14, 1998,
	by William Newman to the Company, filed as Exhibit 10.7 to
	the Companys Registration Statement on Form S-4, File
	No. 333-61131, dated August 11, 1998.                                                          
|        | *10.46 |             |  | Agreement, dated as of February 23, 2000, by
	and between the Company and Arnold Laubich, filed as
	Exhibit 10.9 to the Companys Current Report on
	Form 8-K, dated March 9, 2000.                                                                              
|        | *10.47 |             |  | Agreement, dated as of May 5, 2000, by and
	between the Company and James M. Steuterman, filed as
	Exhibit 10.16 to the Companys Quarterly Report on
	Form 10-Q for the quarter ended March 31, 2000.                                                           
|        | *10.48 |             |  | Agreement, dated as of December 19, 2000, by
	and between the Company and James DeCicco, filed as
	Exhibit 10.44 to the Companys Annual Report on
	Form 10-K for the year ended December 31, 2000.                                                              
|        | 10.49  |             |  | Loan Agreement, dated as of November 30,
	2001, by and among BPR Shopping Center, L.P., the Bank of
	America, N.A., the Company and the other parties thereto.                                                                                                   
|        | *10.50 |             |  | Term Loan Agreement, dated as of May 9,
	2001, by and among the Company, the lenders party thereto and
	Fleet National Bank, as administrative agent, filed as
	Exhibit 10.1 to the Companys Quarterly Report on
	Form 10-Q for the quarter ended June 30, 2001.



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##### 



|        |        |             |  |                                                                                                                                                                                                                                                                                          
|------- | ------ | ----------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit |        |            
|No.     |        | Description
|        |        |            
|        | *10.51 |             |  | Amendment No. 1 to Term Loan Agreement,
	dated as of September 6, 2001, among the Company, the
	lenders party thereto and Fleet National Bank, as administrative
	agent, filed as Exhibit 10.1 to the Companys
	Quarterly Report on Form 10-Q for the quarter ended
	September 30, 2001.
|        | *10.52 |             |  | Amendment No. 2 to Term Loan Agreement,
	dated as of December 27, 2001, by and among the Company,
	Fleet National Bank, as administrative agent, and the lenders
	party thereto, filed as Exhibit 10.3 to the Companys
	Current Report on Form 8-K filed on January 14, 2002.           
|        | *10.53 |             |  | Guaranty, dated as of May 9, 2001, by and
	among New Plan Realty Trust, Excel Realty Trust  ST,
	Inc. and Fleet National Bank, as administrative agent, filed as
	Exhibit 10.2 to the Companys Quarterly Report on
	Form 10-Q for the quarter ended June 30, 2001.                     
|        | *10.54 |             |  | Stock Option Agreement, dated as of
	February 23, 2000, by and between the Company and
	Glenn J. Rufrano (relating to 460,976 options), filed as
	Exhibit 10.2 to the Companys Current Report on
	Form 8-K, dated March 9, 2000.                                                        
|        | *10.55 |             |  | Stock Option Agreement, dated as of
	February 23, 2000, by and between the Company and
	Glenn J. Rufrano (relating to 39,024 options), filed as
	Exhibit 10.3 to the Companys Current Report on
	Form 8-K, dated March 9, 2000.                                                         
|        | *10.56 |             |  | Stock Option Agreement, dated as of
	February 23, 2000, by and between the Company and
	Glenn J. Rufrano (relating to 200,000 options), filed as
	Exhibit 10.4 to the Companys Current Report on
	Form 8-K, dated March 9, 2000.                                                        
|        | *10.57 |             |  | Stock Option Agreement, dated as of
	February 23, 2000, by and between the Company and
	Glenn J. Rufrano (relating to 515,121 options), filed as
	Exhibit 10.5 to the Companys Current Report on
	Form 8-K, dated March 9, 2000.                                                        
|        | *10.58 |             |  | Recourse Promissory Note, dated February 23,
	2000, made by Glenn J. Rufrano in favor of the Company,
	filed as Exhibit 10.6 to the Companys Current Report
	on Form 8-K, dated March 9, 2000.                                                                                          
|        | *10.59 |             |  | Limited Recourse Promissory Note, dated
	February 23, 2000, made by Glenn J. Rufrano in favor
	of the Company, filed as Exhibit 10.7 to the Companys
	Current Report on Form 8-K, dated March 9, 2000.                                                                                  
|        | *10.60 |             |  | Stock Pledge Agreement, dated February 23,
	2000 between the Company and Glenn J. Rufrano, filed as
	Exhibit 10.8 to the Companys Current Report on
	Form 8-K, dated March 9, 2000.                                                                                                     
|        | 10.61  |             |  | Reimbursement Agreement, dated as of
	August 24, 2001, between the Company and Fleet National
	Bank.                                                                                                                                                                                     
|        | 12     |             |  | Ratio of Earnings to Fixed Charges and Preferred
	Stock Dividends.                                                                                                                                                                                                                       
|        | 21     |             |  | Subsidiaries of the Company.                                                                                                                                                                                                                                                             
|        | 23     |             |  | Consent of PricewaterhouseCoopers LLP.                                                                                                                                                                                                                                                   



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|  |                                                      
|- | -----------------------------------------------------
|* | Incorporated herein by reference as above
	indicated.