<PAGE>

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

                                    FORM 10-Q

(Mark One)

/X/      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                  SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2000

                                       OR

/ /      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                  SECURITIES EXCHANGE ACT OF 1934

For the transition period from......................to..........................
Commission file number 333-57103

                             Mack-Cali Realty, L.P.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

             Delaware                                      22-3315804
-----------------------------------                 ----------------------------
(State or other jurisdiction of                         (I.R.S. Employer
   incorporation or organization)                    Identification Number)

               11 Commerce Drive, Cranford, New Jersey 07016-3501
--------------------------------------------------------------------------------
                     (Address or principal executive office)
                                   (Zip Code)

                                 (908) 272-8000
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

                                 Not Applicable
--------------------------------------------------------------------------------
   (Former name, former address and former fiscal year, if changed since last
    report)

     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 twelve (12) months (or such shorter period that the
Registrant was required to file such report) YES X  NO   and (2) has been
                                                ---   ---
subject to such filing requirements for the past ninety (90) days YES X  NO   .
                                                                     ---   ---


<PAGE>

                             MACK-CALI REALTY, L.P.

                                    FORM 10-Q

                                      INDEX

<TABLE>
<CAPTION>

PART I     FINANCIAL INFORMATION                                                                          PAGE
                                                                                                          ----
<S>                                                                                                        <C>
           Item 1.    Financial Statements:

                      Consolidated Balance Sheets as of June 30, 2000
                           and December 31, 1999                                                            4

                      Consolidated Statements of Operations for the three and six month
                           periods ended June 30, 2000 and 1999                                             5

                      Consolidated Statement of Changes in Partners' Capital
                           for the six months ended June 30, 2000                                           6

                      Consolidated Statements of Cash Flows for the six months
                           ended June 30, 2000 and 1999                                                     7

                      Notes to Consolidated Financial Statements                                            8

           Item 2.    Management's Discussion and Analysis of Financial Condition
                           and Results of Operations                                                       34

           Item 3.    Quantitative and Qualitative Disclosures about Market Risk                           62

PART II    OTHER INFORMATION AND SIGNATURES

           Item 1.    Legal Proceedings                                                                    63

           Item 2.    Changes in Securities and Use of Proceeds                                            63

           Item 3.    Defaults Upon Senior Securities                                                      63

           Item 4.    Submission of Matters to a Vote of Security Holders                                  63

           Item 5.    Other Information                                                                    63

           Item 6.    Exhibits                                                                             64

                      Signatures                                                                           67

</TABLE>


                                       2

<PAGE>

                             MACK-CALI REALTY, L.P.

                         PART I - FINANCIAL INFORMATION

ITEM I.    FINANCIAL STATEMENTS

           The accompanying unaudited consolidated balance sheets, statements of
           operations, of changes in partners' capital, and of cash flows and
           related notes, have been prepared in accordance with generally
           accepted accounting principles ("GAAP") for interim financial
           information and in conjunction with the rules and regulations of the
           Securities and Exchange Commission ("SEC"). Accordingly, they do not
           include all of the disclosures required by GAAP for complete
           financial statements. The financial statements reflect all
           adjustments consisting only of normal, recurring adjustments, which
           are in the opinion of management, necessary for a fair presentation
           for the interim periods.

           The aforementioned financial statements should be read in conjunction
           with the notes to the aforementioned financial statements and
           Management's Discussion and Analysis of Financial Condition and
           Results of Operations and the financial statements and notes thereto
           included in Mack-Cali Realty, L.P's Annual Report on Form 10-K and
           Form 10-K/A for the fiscal year ended December 31, 1999.

           The results of operations for the three and six month periods ended
           June 30, 2000 are not necessarily indicative of the results to be
           expected for the entire fiscal year or any other period.


                                       3

<PAGE>

MACK-CALI REALTY, L.P. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (IN THOUSANDS, EXCEPT UNIT AMOUNTS)
================================================================================

<TABLE>
<CAPTION>

                                                                                    June 30,
                                                                                      2000          December 31,
                                                                                   (UNAUDITED)          1999
<S>                                                                              <C>                <C>
ASSETS
----------------------------------------------------------------------------------------------------------------
Rental property
     Land and leasehold interests                                                $   548,813        $   549,096
     Buildings and improvements                                                    3,015,197          3,014,532
     Tenant improvements                                                              84,687             85,057
     Furniture, fixtures and equipment                                                 6,169              6,160
----------------------------------------------------------------------------------------------------------------
                                                                                   3,654,866          3,654,845
Less - accumulated depreciation and amortization                                    (270,065)          (256,629)
----------------------------------------------------------------------------------------------------------------
     Total rental property                                                         3,384,801          3,398,216
Cash and cash equivalents                                                             10,535              8,671
Investments in unconsolidated joint ventures                                          95,382             89,134
Unbilled rents receivable                                                             43,821             53,253
Deferred charges and other assets, net                                                80,117             66,436
Restricted cash                                                                        6,498              7,081
Accounts receivable, net of allowance for doubtful accounts
     of $537 and $672                                                                  6,950              6,810
----------------------------------------------------------------------------------------------------------------
Total assets                                                                     $ 3,628,104        $ 3,629,601
================================================================================================================

LIABILITIES AND PARTNERS' CAPITAL
----------------------------------------------------------------------------------------------------------------
Senior unsecured notes                                                           $   782,942        $   782,785
Revolving credit facilities                                                          215,730            177,000
Mortgages and loans payable                                                          488,605            530,390
Distributions payable                                                                 42,543             42,499
Accounts payable and accrued expenses                                                 74,376             63,394
Rents received in advance and security deposits                                       34,170             36,150
Accrued interest payable                                                              16,263             16,626
----------------------------------------------------------------------------------------------------------------
     Total liabilities                                                             1,654,629          1,648,844
----------------------------------------------------------------------------------------------------------------

Minority interest in consolidated partially-owned properties                              --             83,600

Commitments and contingencies

PARTNERS CAPITAL:
     Preferred units, 223,124 and 229,304 units outstanding                          228,861            235,200
     General partner, 58,782,808 and 58,446,552 common units outstanding           1,517,830          1,441,882
     Limited partners, 8,075,720 and 8,153,710 common units outstanding              218,260            211,551
     Unit warrants, 2,000,000 and 2,000,000 outstanding                                8,524              8,524
----------------------------------------------------------------------------------------------------------------
     Total partners' capital                                                       1,973,475          1,897,157
----------------------------------------------------------------------------------------------------------------
Total liabilities and partners' capital                                          $ 3,628,104        $ 3,629,601
================================================================================================================

</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.


                                       4

<PAGE>

MACK-CALI REALTY, L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER UNIT AMOUNTS) (UNAUDITED)
================================================================================

<TABLE>
<CAPTION>

                                                                       Three Months                    Six Months
                                                                      Ended June 30,                 Ended June 30,
REVENUES                                                             2000         1999             2000          1999
-----------------------------------------------------------------------------------------------------------------------
<S>                                                               <C>           <C>              <C>          <C>
Base rents                                                        $ 122,072     $116,499         $ 243,670    $ 232,579
Escalations and recoveries from tenants                              14,627       16,366            31,295       31,226
Parking and other                                                     6,128        3,061             9,450        6,961
Equity in earnings of unconsolidated joint ventures                   1,070          834             2,207          628
Interest income                                                       1,992          215             2,246          470
-----------------------------------------------------------------------------------------------------------------------
     Total revenues                                                 145,889      136,975           288,868      271,864
-----------------------------------------------------------------------------------------------------------------------

EXPENSES
-----------------------------------------------------------------------------------------------------------------------
Real estate taxes                                                    14,733       14,208            29,437       28,051
Utilities                                                            10,014        9,829            20,393       19,421
Operating services                                                   16,822       17,429            34,564       34,516
General and administrative                                            5,159        5,568            11,272       13,531
Depreciation and amortization                                        22,945       22,465            45,127       44,434
Interest expense                                                     26,835       25,697            53,261       49,319
Non-recurring charges                                                 9,228       16,458             9,228       16,458
-----------------------------------------------------------------------------------------------------------------------
     Total expenses                                                 105,736      111,654           203,282      205,730
-----------------------------------------------------------------------------------------------------------------------
Income before gain on sales of rental property
     and minority interest                                           40,153       25,321            85,586       66,134
Gain on sales of rental property                                     73,921           --            76,169           --
-----------------------------------------------------------------------------------------------------------------------
Income before minority interest                                     114,074       25,321           161,755       66,134
Minority interest in consolidated partially-owned properties          2,982           --             5,072           --
-----------------------------------------------------------------------------------------------------------------------
Net income                                                          111,092       25,321           156,683       66,134
Preferred unit distributions                                         (3,765)      (3,869)           (7,634)      (7,738)
-----------------------------------------------------------------------------------------------------------------------
Net income available to common unitholders                        $ 107,327     $ 21,452         $ 149,049    $  58,396
=======================================================================================================================
Basic earnings per unit                                           $    1.61     $   0.32         $    2.24    $    0.87
Diluted earnings per unit                                         $    1.52     $   0.32         $    2.14    $    0.87
-----------------------------------------------------------------------------------------------------------------------
Distributions declared per common unit                            $    0.58     $   0.55         $    1.16    $    1.10
-----------------------------------------------------------------------------------------------------------------------

Basic weighted average units outstanding                             66,627       67,173            66,527       67,092

Diluted weighted average units outstanding                           73,284       67,486            73,237       67,385
-----------------------------------------------------------------------------------------------------------------------

</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.


                                       5

<PAGE>

MACK-CALI REALTY, L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CHANGES IN
PARTNERS' CAPITAL (IN THOUSANDS) (UNAUDITED)
===============================================================================

<TABLE>
<CAPTION>

                                                 General    Limited
                                    Preferred    Partner    Partner    Preferred      General     Limited      Unit
                                      Units       Units      Units    Unitholders     Partner    Partners    Warrants      Total
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>         <C>         <C>       <C>         <C>          <C>          <C>       <C>
Balance at January 1, 2000            229         58,447      8,154     $235,200    $1,441,882   $211,551     $8,524    $1,897,157
  Net income                                          --         --        7,634       130,923     18,126         --       156,683
  Distributions                        --             --         --       (7,634)      (68,018)    (9,392)        --       (85,044)
Conversion of preferred units
  to limited partner units             (6)            --        178       (6,339)           --      6,339         --            --
Redemption of limited partner
  units for shares of common stock     --            256       (256)          --         8,364     (8,364)        --            --
Contributions - proceeds from
  stock options exercised              --             80         --           --         1,665         --         --         1,665
Deferred compensation plan
  for directors                        --             --         --           --            54         --         --            54
Amortization of stock compensation     --             --         --           --         1,313         --         --         1,313
Adjustment to fair value
  of restricted stock                  --             --         --           --            97         --         --            97
Stock options charge                   --             --         --           --         1,550         --         --         1,550
-----------------------------------------------------------------------------------------------------------------------------------
Balance at June 30, 2000              223         58,783      8,076     $228,861    $1,517,830   $218,260     $8,524    $1,973,475
===================================================================================================================================

</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.


                                       6

<PAGE>

MACK-CALI REALTY, L.P. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS) (UNAUDITED)
===============================================================================

<TABLE>
<CAPTION>

                                                                                      Six Months Ended June 30,
CASH FLOWS FROM OPERATING ACTIVITIES                                                  2000                 1999
----------------------------------------------------------------------------------------------------------------
<S>                                                                                 <C>                <C>
Net income                                                                          $ 156,683          $  66,134
Adjustments to reconcile net income to net cash
   provided by operating activities:

     Depreciation and amortization                                                     45,127             44,434
     Amortization of stock compensation                                                 1,410                 --
     Amortization of deferred financing costs and debt discount                         1,802              1,518
     Stock options charge                                                               1,550                 --
     Equity in earnings of unconsolidated joint ventures                               (2,207)              (628)
     Gain on sales of rental property                                                 (76,169)                --
     Minority interest in consolidated partially-owned properties                       5,072                 --
Changes in operating assets and liabilities:

     Increase in unbilled rents receivable                                             (5,537)            (7,397)
     Increase in deferred charges and other assets, net                               (15,697)           (10,794)
     Increase in accounts receivable, net                                                (140)            (2,770)
     Increase in accounts payable and accrued expenses                                 10,982              5,891
     (Decrease) increase in rents received in advance and security deposits            (1,937)             1,137
     (Decrease) increase in accrued interest payable                                     (363)            12,483
----------------------------------------------------------------------------------------------------------------

   Net cash provided by operating activities                                        $ 120,576          $ 110,008
================================================================================================================

CASH FLOWS FROM INVESTING ACTIVITIES
-----------------------------------------------------------------------------------------------------------------
Additions to rental property                                                        $(170,062)         $ (71,107)
Investments in unconsolidated joint ventures                                          (11,081)           (29,941)
Distributions from unconsolidated joint ventures                                        7,040             10,634
Proceeds from sales of rental property                                                235,849                 --
Decrease (increase) in restricted cash                                                    583               (134)
-----------------------------------------------------------------------------------------------------------------

   Net cash provided by (used in) investing activities                              $  62,329          $ (90,548)
=================================================================================================================

CASH FLOWS FROM FINANCING ACTIVITIES
----------------------------------------------------------------------------------------------------------------
Proceeds from senior unsecured notes                                                $      --          $ 597,252
Proceeds from revolving credit facilities                                             435,030            130,900
Proceeds from mortgages and loans payable                                                  --             45,500
Repayments of revolving credit facilities                                            (396,300)          (653,900)
Repayments of mortgages and loans payable                                             (41,785)           (45,819)
Distributions to minority interest in partially-owned properties                      (88,672)                --
Repurchase of general partner units                                                        --               (713)
Payment of financing costs                                                             (5,979)            (6,592)
Proceeds from stock options exercised                                                   1,665                933
Proceeds from dividend reinvestment and stock purchase plan                                --                 10
Payment of distributions                                                              (85,000)           (81,321)
----------------------------------------------------------------------------------------------------------------

   Net cash used in financing activities                                            $(181,041)         $ (13,750)
================================================================================================================

Net increase in cash and cash equivalents                                           $   1,864          $   5,710
Cash and cash equivalents, beginning of period                                      $   8,671          $   5,809
----------------------------------------------------------------------------------------------------------------

Cash and cash equivalents, end of period                                            $  10,535          $  11,519
================================================================================================================

</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.


                                       7

<PAGE>

MACK-CALI REALTY, L.P. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (DOLLARS IN THOUSANDS, EXCEPT PER
UNIT AMOUNTS)
===============================================================================

1. ORGANIZATION AND BASIS OF PRESENTATION

ORGANIZATION
Mack-Cali Realty, L.P., a Delaware limited partnership, and its subsidiaries
(the "Operating Partnership") was formed on August 31, 1994 to conduct the
business of leasing, management, acquisition, development, construction and
tenant-related services for its sole general partner, Mack-Cali Realty
Corporation and its subsidiaries (the "Corporation" or "General Partner"). The
Operating Partnership, through its operating divisions and subsidiaries,
including the Mack-Cali property-owning partnerships and limited liability
companies, (collectively, the "Property Partnerships"), is the entity through
which all of the General Partner's operations are conducted.

The General Partner is a fully integrated, self-administered, self-managed real
estate investment trust ("REIT"). The General Partner controls the Operating
Partnership as its sole general partner, and owned an 87.9 percent and 87.8
percent common unit interest in the Operating Partnership as of June 30, 2000
and December 31, 1999, respectively.

The General Partner's business is the ownership of interests in and operation of
the Operating Partnership, and all of the General Partner's expenses are
incurred for the benefit of the Operating Partnership. The General Partner is
reimbursed by the Operating Partnership for all expenses it incurs relating to
the ownership and operation of the Operating Partnership. The Operating
Partnership earns a management fee of between three percent and five percent of
revenues, as defined, for its management of the Property Partnerships.

As of June 30, 2000, the Operating Partnership owned or had interests in 266
properties plus developable land (collectively, the "Properties"). The
Properties aggregate approximately 28.4 million square feet, and are comprised
of 163 office buildings and 90 office/flex buildings totaling approximately 28.0
million square feet (which includes eight office buildings and four office/flex
buildings, aggregating 1.5 million square feet, owned by unconsolidated joint
ventures in which the Operating Partnership has investment interests), six
industrial/warehouse buildings totaling approximately 387,400 square feet, two
multi-family residential complexes consisting of 451 units, two stand-alone
retail properties and three land leases. The Properties are located in 12
states, primarily in the Northeast, plus the District of Columbia.

BASIS OF PRESENTATION
The accompanying consolidated financial statements include all accounts of the
Operating Partnership and its controlled subsidiaries. See Investments in
Unconsolidated Joint Ventures in Note 2 for the Operating Partnership's
accounting treatment of unconsolidated joint venture interests. All significant
intercompany accounts and transactions have been eliminated.

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

2. SIGNIFICANT ACCOUNTING POLICIES

RENTAL
PROPERTY                Rental properties are stated at cost less accumulated
                        depreciation and amortization. Costs directly related to
                        the acquisition and development of rental properties are
                        capitalized. Capitalized development costs include
                        interest, property taxes, insurance and other project
                        costs incurred during the period of development.
                        Included in total rental property is
                        construction-in-progress of $163,179 and $98,438 as of
                        June 30, 2000 and December 31, 1999, respectively.
                        Ordinary repairs and maintenance are expensed as
                        incurred; major replacements and betterments, which
                        improve or extend the life of the asset, are capitalized
                        and depreciated over their estimated useful lives.
                        Fully-depreciated assets are removed from the accounts.


                                       8

<PAGE>

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

<TABLE>
<CAPTION>

<S>                                                          <C>
                        Leasehold interests                            Remaining lease term
                        ---------------------------------------------------------------------
                        Buildings and improvements                            5 to 40 years
                        ---------------------------------------------------------------------
                        Tenant improvements                      The shorter of the term of
                                                             the related lease or useful life
                        ---------------------------------------------------------------------
                        Furniture, fixtures and equipment                     5 to 10 years
                        ---------------------------------------------------------------------

</TABLE>

                        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. To the extent
                        impairment has occurred, the loss shall be measured as
                        the excess of the carrying amount of the property over
                        the fair value of the property. Management does not
                        believe that the value of any of its rental properties
                        is impaired.

                        When assets are identified by management as held for
                        sale, the Operating Partnership 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.

INVESTMENTS IN
UNCONSOLIDATED
JOINT VENTURES          The Operating Partnership accounts for its investments
                        in unconsolidated joint ventures under the equity method
                        of accounting as the Operating Partnership exercises
                        significant influence, but does not control these
                        entities. These investments are recorded initially at
                        cost, as Investments in Unconsolidated Joint Ventures,
                        and subsequently adjusted for equity in earnings and
                        cash contributions and distributions. Any difference
                        between the carrying amount of these investments on the
                        balance sheet of the Operating Partnership and the
                        underlying equity in net assets is amortized as an
                        adjustment to equity in earnings of unconsolidated joint
                        ventures over 40 years. See Note 4.

CASH AND CASH
EQUIVALENTS             All highly liquid investments with a maturity of three
                        months or less when purchased are considered to be cash
                        equivalents.

DEFERRED
FINANCING COSTS         Costs incurred in obtaining financing are capitalized
                        and amortized on a straight-line basis, which
                        approximates the effective interest method, over the
                        term of the related indebtedness. Amortization of such
                        costs is included in interest expense and was $901 and
                        $917 for the three months ended June 30, 2000 and 1999,
                        respectively, and $1,802 and $1,518 for the six months
                        ended June 30, 2000 and 1999, respectively.

DEFERRED
LEASING COSTS           Costs incurred in connection with leases are capitalized
                        and amortized on a straight-line basis 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. Certain employees provide leasing services
                        to the Properties and receive compensation based on
                        space leased. The portion of such compensation, which is
                        capitalized and amortized, approximated $896 and $743
                        for the three months ended June 30, 2000 and 1999,
                        respectively, and $1,589 and $1,401 for the six months
                        ended June 30, 2000 and 1999, respectively.


                                       9

<PAGE>

REVENUE
RECOGNITION             Base rental revenue is recognized on a straight-line
                        basis over the terms of the respective leases. Unbilled
                        rents receivable represents the amount by which
                        straight-line rental revenue exceeds rents currently
                        billed in accordance with the lease agreements. Parking
                        revenue includes income from parking spaces leased to
                        tenants. Rental income on residential property under
                        operating leases having terms generally of one year or
                        less is recognized when earned.

                        Reimbursements are received from tenants for certain
                        costs as provided in the lease agreements. These costs
                        generally include real estate taxes, utilities,
                        insurance, common area maintenance and other recoverable
                        costs. See Note 16.

INCOME AND
OTHER TAXES             The Operating Partnership is a partnership and, as a
                        result, all income and losses of the partnership are
                        allocated to the partners for inclusion in their
                        respective income tax returns. Accordingly, no provision
                        or benefit for income taxes has been made in the
                        accompanying financial statements.

INTEREST RATE
CONTRACTS               Interest rate contracts are utilized by the Operating
                        Partnership to reduce interest rate risks. The Operating
                        Partnership does not hold or issue derivative financial
                        instruments for trading purposes. The differentials to
                        be received or paid under contracts designated as hedges
                        are recognized over the life of the contracts as
                        adjustments to interest expense.

                        In certain situations, the Operating Partnership uses
                        forward treasury lock agreements to mitigate the
                        potential effects of changes in interest rates for
                        prospective transactions. Gains and losses are deferred
                        and amortized as adjustments to interest expense over
                        the remaining life of the associated debt to the extent
                        that such debt remains outstanding.

EARNINGS
PER UNIT                In accordance with the Statement of Financial Accounting
                        Standards No. 128 ("FASB No. 128"), the Operating
                        Partnership presents both basic and diluted earnings per
                        unit ("EPU"). Basic EPU excludes dilution and is
                        computed by dividing net income available to common
                        unitholders by the weighted average number of units
                        outstanding for the period. Diluted EPU reflects the
                        potential dilution that could occur if securities or
                        other contracts to issue common units were exercised or
                        converted into common units, where such exercise or
                        conversion would result in a lower EPU amount.

DISTRIBUTIONS
PAYABLE                 The distributions payable at June 30, 2000 represent
                        distributions payable to common unitholders of record as
                        of July 6, 2000 (66,858,528 common units), and preferred
                        distributions payable to preferred unitholders (223,124
                        preferred units) for the second quarter 2000. The second
                        quarter 2000 common unit distribution of $0.58 per
                        common unit as well as the second quarter preferred unit
                        distribution of $16.875 per preferred unit, were
                        approved by the Board of Directors of the General
                        Partner on June 20, 2000 and paid on July 24, 2000.

                        The distributions payable at December 31, 1999 represent
                        distributions payable to common unitholders of record as
                        of January 4, 2000 (66,604,262 common units), and
                        preferred distributions payable to preferred unitholders
                        (229,304 preferred units) for the fourth quarter 1999.
                        The fourth quarter 1999 common unit distribution of
                        $0.58 per common unit (pro-rated for units issued during
                        the quarter), as well as the fourth quarter preferred
                        unit distribution of $16.875 per preferred unit, were
                        approved by the Board of Directors of the General
                        Partner on December 17, 1999 and paid on January 21,
                        2000.


                                       10

<PAGE>

UNDERWRITING
COMMISSIONS
AND COSTS               Underwriting commissions and costs incurred in
                        connection with the Corporation's stock offerings and
                        subsequent reinvestment in general partner units are
                        reflected as a reduction of these unit values.

STOCK OPTIONS           The Operating Partnership accounts for stock-based
                        compensation using the intrinsic value method prescribed
                        in Accounting Principles Board Opinion No. 25,
                        "Accounting for Stock Issued to Employees," and related
                        Interpretations ("APB No. 25"). Under APB No. 25,
                        compensation cost is measured as the excess, if any, of
                        the quoted market price of the Corporation's stock at
                        the date of grant over the exercise price of the option
                        granted. Compensation cost for stock options, if any, is
                        recognized ratably over the vesting period. The
                        Corporation's policy is to grant options with an
                        exercise price equal to the quoted closing market price
                        of the Corporation's stock on the business day preceding
                        the grant date. Accordingly, no compensation cost has
                        been recognized under the Corporation's stock option
                        plans for the granting of stock options. See Note 11.

NON-RECURRING
CHARGES                 The Operating Partnership considers non-recurring
                        charges as costs incurred specific to significant
                        non-recurring events that impact the comparative
                        measurement of the Operating Partnership's performance.

RECLASSIFICATION        Certain reclassifications have been made to prior period
                        amounts in order to conform with current period
                        presentation.

3. ACQUISITIONS/TRANSACTIONS

2000 TRANSACTIONS
OPERATING PROPERTY ACQUISITIONS

<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------------------------------------
                                                                                                           Investment by
Acquisition                                                                            # of    Rentable      Operating
   Date      Property/Portfolio Name           Location                               Bldgs.  Square Feet  Partnership (a)
-------------------------------------------------------------------------------------------------------------------------
<S>          <C>                               <C>                                       <C>     <C>        <C>
OFFICE
5/23/00      555 & 565 Taxter Road             Elmsford, Westchester County, NY          2       341,108    $ 42,980
6/14/00      Four Gatehall Drive               Parsippany, Morris County, NJ             1       248,480      42,381
-------------------------------------------------------------------------------------------------------------------------
TOTAL OFFICE PROPERTY ACQUISITIONS:                                                      3       589,588    $ 85,361
-------------------------------------------------------------------------------------------------------------------------

OFFICE/FLEX
3/24/00      Two Executive Drive (b)           Moorestown, Burlington County, NJ         1        60,800    $  4,007
-------------------------------------------------------------------------------------------------------------------------
TOTAL OFFICE/FLEX PROPERTY ACQUISITION:                                                  1        60,800    $  4,007
-------------------------------------------------------------------------------------------------------------------------
TOTAL OPERATING PROPERTY ACQUISITIONS:                                                   4       650,388    $ 89,368
=========================================================================================================================

</TABLE>

SEE FOOTNOTES ON PAGE 13.

LAND TRANSACTIONS
On January 13, 2000, the Operating Partnership acquired approximately 12.7 acres
of developable land located at the Operating Partnership's Airport Business
Center, Lester, Delaware County, Pennsylvania. The land was acquired for
approximately $2,069.


                                       11

<PAGE>

OTHER TRANSACTIONS
On June 27, 2000, the Corporation, the Operating Partnership, Prentiss
Properties Trust, a Maryland REIT ("Prentiss"), and Prentiss Properties
Acquisition Partners, L.P., a Delaware limited partnership of which Prentiss
(through a wholly-owned direct subsidiary) is the sole general partner
("Prentiss Partnership"), entered into an agreement and plan of merger ("Merger
Agreement"). The Merger Agreement provides for a merger of Prentiss with and
into the Corporation ("the Merger"), with the Corporation being the surviving
corporation and, immediately prior to the merger, a merger of Prentiss
Partnership with and into the Operating Partnership (or a limited liability
company or a limited partnership owned entirely directly or indirectly by the
Operating Partnership) (the "Partnership Merger" and, together with the Merger,
the "Mergers").

Under the terms of the Merger Agreement, Prentiss common stock will be exchanged
for the Corporation's common stock at a fixed exchange ratio of 0.956 of a share
of the Corporation's stock for each share of Prentiss stock. The exchange ratio
is not subject to change based on changes in the market prices of either
company's common stock and there is no "collar" for the exchange ratio. The
transaction values Prentiss at approximately $2,300,000, including approximately
$1,000,000 of debt and $245,000 in preferred equity. The Corporation expects to
issue approximately 36.6 million new shares of common stock in the transaction.
The Operating Partnership intends to finance any cash requirements of the
transaction with funds made available through borrowings on the Operating
Partnership's credit facilities.

With the completion of the transaction, the composition of the Corporation's
13-member Board of Directors will change and increase to 14 with the addition of
Michael V. Prentiss, currently Chairman of the board of trustees at Prentiss, as
Co-Chairman of the Board of Directors of the Corporation.

Subject to certain conditions, including, without limitation, applicable
approval from the shareholders of both the Corporation and Prentiss, and the
unitholders of the Operating Partnership and Prentiss Partnership, the
Corporation expects to consummate the Mergers in the fourth quarter of 2000.

Concurrently with the announcement of the Merger Agreement, the Corporation
announced that William L. Mack was appointed Chairman of the Board of Directors
and John J. Cali was named Chairman Emeritus of the Board of Directors. Brant
Cali resigned as Executive Vice President, Chief Operating Officer and Assistant
Secretary of the Corporation and as a member of the Board of Directors, and John
R. Cali resigned as Executive Vice President, Development of the Corporation.
John R. Cali was appointed to the Board of Directors of the Corporation to take
the seat previously held by Brant Cali. (See Note 15).

DISPOSITIONS
On February 25, 2000, the Operating Partnership sold 39.1 acres of vacant land
located at the Operating Partnership's Horizon Center Business Park in Hamilton
Township, Mercer County, New Jersey, for net proceeds, after selling costs, of
approximately $4,179.

On April 17, 2000, the Operating Partnership sold 95 Christopher Columbus Drive
located in Jersey City, Hudson County, New Jersey, for net proceeds, after
selling costs, of approximately $148,222.

On April 20, 2000, the Operating Partnership sold Atrium at Coulter Ridge
located in Amarillo, Potter County, Texas, for net proceeds, after selling
costs, of approximately $1,467.

On June 9, 2000, the Operating Partnership sold 412 Mt. Kemble Avenue located in
Morris Township, Morris County, New Jersey, for net proceeds, after selling
costs, of approximately $81,981.


                                       12

<PAGE>

1999 TRANSACTIONS
OPERATING PROPERTY ACQUISITIONS
The Operating Partnership acquired the following operating properties during the
year ended December 31, 1999:

<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------------------------------------
                                                                                                           Investment by
Acquisition                                                                            # of    Rentable      Operating
  Date       Property/Portfolio Name            Location                              Bldgs.  Square Feet  Partnership (c)
-------------------------------------------------------------------------------------------------------------------------
<S>          <C>                                <C>                                      <C>     <C>        <C>
OFFICE
3/05/99      Pacifica Portfolio - Phase III (d) Colorado Springs, El Paso County, CO     2        94,737    $  5,709
7/21/99      1201 Connecticut Avenue, NW        Washington, D.C.                         1       169,549      32,799
-------------------------------------------------------------------------------------------------------------------------
TOTAL OFFICE PROPERTY ACQUISITIONS:                                                      3       264,286    $ 38,508
-------------------------------------------------------------------------------------------------------------------------

OFFICE/FLEX
12/21/99     McGarvey Portfolio - Phase III (b)Moorestown, Burlington County, NJ         3       138,600    $  8,012
-------------------------------------------------------------------------------------------------------------------------
TOTAL OFFICE/FLEX PROPERTY ACQUISITION:                                                  3       138,600    $  8,012
-------------------------------------------------------------------------------------------------------------------------
TOTAL OPERATING PROPERTY ACQUISITIONS:                                                   6       402,886    $ 46,520
=========================================================================================================================

</TABLE>

PROPERTIES PLACED IN SERVICE
The Operating Partnership placed in service the following properties through the
completion of development or redevelopment during the year ended December 31,
1999:

<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------------------------------------
                                                                                                          Investment by
Date Placed                                                                            # of    Rentable     Operating
  in Service Property Name                     Location                               Bldgs.  Square Feet Partnership (c)
-------------------------------------------------------------------------------------------------------------------------
<S>          <C>                               <C>                                       <C>     <C>        <C>
OFFICE
8/09/99      2115 Linwood Avenue               Fort Lee, Bergen County, NJ               1        68,000    $  8,147
11/01/99     795 Folsom Street (e)             San Francisco, San Francisco County, CA   1       183,445      37,337
-------------------------------------------------------------------------------------------------------------------------
TOTAL OFFICE PROPERTIES PLACED IN SERVICE:                                               2       251,445    $ 45,484
-------------------------------------------------------------------------------------------------------------------------

OFFICE/FLEX
3/01/99      One Center Court                  Totowa, Passaic County, NJ                1        38,961    $  2,140
9/17/99      12 Skyline Drive                  Hawthorne, Westchester County, NY         1        46,850       5,023
12/10/99     600 West Avenue (f)               Stamford, Fairfield County, CT            1        66,000       5,429
-------------------------------------------------------------------------------------------------------------------------
TOTAL OFFICE/FLEX PROPERTIES PLACED IN SERVICE:                                          3       151,811    $ 12,592
-------------------------------------------------------------------------------------------------------------------------

LAND LEASE
2/01/99      Horizon Center Business Park (g)  Hamilton Township, Mercer County, NJ    N/A    27.7 acres    $  1,007
-------------------------------------------------------------------------------------------------------------------------
TOTAL LAND LEASE TRANSACTIONS:                                                                27.7 acres    $  1,007
-------------------------------------------------------------------------------------------------------------------------

TOTAL PROPERTIES PLACED IN SERVICE:                                                      5       403,256    $ 59,083
=========================================================================================================================

</TABLE>

(a)  Transaction was funded primarily from net proceeds received in the sale or
     sales of rental property.
(b)  The properties were acquired through the exercise of a purchase option
     obtained in the initial acquisition of the McGarvey portfolio in January
     1998.
(c)  Unless otherwise noted, transactions were funded by the Operating
     Partnership with funds primarily made available through draws on the
     Operating Partnership's credit facilities.
(d)  William L. Mack, Chairman of the Board of Directors of the Corporation and
     an equity holder of the Operating Partnership, was an indirect owner of an
     interest in certain of the buildings contained in the Pacifica portfolio.
(e)  On June 1, 1999, the building was acquired for redevelopment for
     approximately $34,282.
(f)  On May 4, 1999, the Operating Partnership acquired, from an entity whose
     principals include Timothy M. Jones, Martin S. Berger and Robert F.
     Weinberg, each of whom are affiliated with the Operating Partnership as the
     President of the Corporation, a current member of the Board of Directors
     and a former member of the Board of Directors of the Corporation,
     respectively, approximately 2.5 acres of vacant land in the Stamford
     Executive Park, located in Stamford, Fairfield County, Connecticut. The
     Operating Partnership acquired the land for approximately $2,181.
(g)  On February 1, 1999, the Operating Partnership entered into a ground lease
     agreement to lease 27.7 acres of developable land located at the Operating
     Partnership's Horizon Center Business Park, located in Hamilton Township,
     Mercer County, New Jersey on which Home Depot constructed a 134,000
     square-foot retail store.


                                       13

<PAGE>

LAND TRANSACTIONS
On February 26, 1999, the Operating Partnership acquired approximately 2.3 acres
of vacant land adjacent to one of the Operating Partnership's operating
properties located in San Antonio, Bexar County, Texas for approximately $1,524,
which was made available from the Operating Partnership's cash reserves.

On March 2, 1999, the Operating Partnership entered into a joint venture
agreement with SJP Vaughn Drive, L.L.C. Under the agreement, the Operating
Partnership has agreed to contribute its vacant land at Three Vaughn Drive,
Princeton, Mercer County, New Jersey, subject to satisfaction of certain
conditions, for an equity interest in the venture.

On March 15, 1999, the Operating Partnership entered into a joint venture with
SJP 106 Allen Road, L.L.C. to form MC-SJP Pinson Development, LLC, which
acquired vacant land located in Bernards Township, Somerset County, New Jersey.
The venture has commenced construction of a 132,010 square-foot office building
on this site. The Operating Partnership accounts for the joint venture on a
consolidated basis.

On August 31, 1999, the Operating Partnership acquired, from an entity whose
principals include Brant Cali, a former Executive Vice President and Chief
Operating Officer of the Corporation and a former member of the Board of
Directors of the Corporation, and certain immediate family members of John J.
Cali, Chairman Emeritus of the Board of Directors of the Corporation,
approximately 28.1 acres of developable land adjacent to two of the Operating
Partnership's operating properties located in Roseland, Essex County, New Jersey
for approximately $6,097. The acquisition was funded with cash and the issuance
of 121,624 common units to the seller (see Note 12). The Operating Partnership
has commenced construction of a 220,000 square-foot office building on the
acquired land.

In August 1999, the Operating Partnership entered into an agreement with SJP
Properties Company ("SJP Properties") which provides a cooperative effort in
seeking approvals to develop up to approximately 1.8 million square feet of
office development on certain vacant land owned or controlled, respectively, by
the Operating Partnership and SJP Properties, in Hanover and Parsippany, Morris
County, New Jersey. The agreement provides that the parties shall share equally
in the costs associated with seeking such requisite approvals. Subsequent to
obtaining the requisite approvals, upon mutual consent, the Operating
Partnership and SJP Properties may enter into one or more joint ventures to
construct on the vacant land, or seek to dispose of their respective vacant land
parcels subject to the agreement.

DISPOSITIONS
On November 15, 1999, the Operating Partnership sold its 70,550 square-foot
office building located at 400 Alexander Road in Princeton, Mercer County, New
Jersey for net proceeds, after selling costs, of approximately $8,628.

On December 15, 1999, the Operating Partnership sold its 119,301 square-foot
office building located at 20002 North 19th Avenue in Phoenix, Maricopa County,
Arizona for net proceeds, after selling costs, of approximately $8,772.

4. INVESTMENTS IN UNCONSOLIDATED JOINT VENTURES

PRU-BETA 3 (NINE CAMPUS DRIVE)
On March 27, 1998, the Operating Partnership acquired a 50 percent interest in
an existing joint venture with The Prudential Insurance Company of America
("Prudential"), known as Pru-Beta 3, which owns and operates Nine Campus Drive,
a 156,495 square-foot office building, located in the Mack-Cali Business Campus
(formerly Prudential Business Campus) office complex in Parsippany, Morris
County, New Jersey. The Operating Partnership performs management and leasing
services for the property owned by the joint venture and recognized $75 and $75
in fees for such services in the six months ended June 30, 2000 and 1999,
respectively.


                                       14

<PAGE>

HPMC
On April 23, 1998, the Operating Partnership entered into a joint venture
agreement with HCG Development, L.L.C. and Summit Partners I, L.L.C. to form
HPMC Development Partners, L.P. and, on July 21, 1998, entered into a second
joint venture, HPMC Development Partners II, L.P. (formerly known as HPMC Lava
Ridge Partners, L.P.), with these same parties. HPMC Development Partners,
L.P.'s efforts have focused on two development projects, commonly referred to as
Continental Grand II and Summit Ridge. HPMC Development Partners II, L.P.'s
efforts have focused on three development projects, commonly referred to as Lava
Ridge, Peninsula Gateway and Stadium Gateway. Among other things, the
partnership agreements provide for a preferred return on the Operating
Partnership's invested capital in each venture, in addition to 50 percent of
such venture's profit above the preferred returns, as defined in each agreement.

   CONTINENTAL GRAND II
   Continental Grand II is a 237,360 square-foot office building located in El
   Segundo, Los Angeles County, California, which was constructed and placed in
   service by the venture.

   SUMMIT RIDGE
   Summit Ridge is an office complex of three one-story buildings aggregating
   133,750 square feet located in San Diego, San Diego County, California, which
   was constructed and placed in service by the venture.

   LAVA RIDGE
   Lava Ridge is an office complex of three two-story buildings aggregating
   183,200 square feet located in Roseville, Placer County, California, which
   was constructed and placed in service by the venture.

   PENINSULA GATEWAY
   Peninsula Gateway is a parcel of land purchased from the City of Daly City,
   California, upon which the venture has commenced construction of an office
   building and theater and retail complex aggregating 471,379 square feet.

   STADIUM GATEWAY
   Stadium Gateway is a 1.5 acre site located in Anaheim, Orange County,
   California, acquired by the venture upon which it has commenced construction
   of a six-story 261,554 square-foot office building.

G&G MARTCO (CONVENTION PLAZA)
On April 30, 1998, the Operating Partnership acquired a 49.9 percent interest in
an existing joint venture, known as G&G Martco, which owns Convention Plaza, a
305,618 square-foot office building, located in San Francisco, San Francisco
County, California. A portion of its initial investment was financed through the
issuance of common units, as well as funds drawn from the Operating
Partnership's credit facilities. Subsequently, on June 4, 1999, the Operating
Partnership acquired an additional 0.1 percent interest in G&G Martco through
the issuance of common units (see Note 12). The Operating Partnership performs
management and leasing services for the property owned by the joint venture and
recognized $104 and $108 in fees for such services in the six months ended June
30, 2000 and 1999, respectively.

AMERICAN FINANCIAL EXCHANGE L.L.C.
On May 20, 1998, the Operating Partnership entered into a joint venture
agreement with Columbia Development Company, L.L.C. to form American Financial
Exchange L.L.C. The venture was initially formed to acquire land for future
development, located on the Hudson River waterfront in Jersey City, Hudson
County, New Jersey, adjacent to the Operating Partnership's Harborside Financial
Center office complex. The Operating Partnership holds a 50 percent interest in
the joint venture. Among other things, the partnership agreement provides for a
preferred return on the Operating Partnership's invested capital in the venture,
in addition to the Operating Partnership's proportionate share of the venture's
profit, as defined in the agreement. The joint venture acquired land on which it
constructed a parking facility, which is currently leased to a parking operator
under a 10-year agreement. Such parking facility serves a ferry service between
the Operating Partnership's Harborside property and Manhattan.


                                       15

<PAGE>

RAMLAND REALTY ASSOCIATES L.L.C. (ONE RAMLAND ROAD)
On August 20, 1998, the Operating Partnership entered into a joint venture
agreement with S.B. New York Realty Corp. to form Ramland Realty Associates
L.L.C. The venture was formed to own, manage and operate One Ramland Road, a
232,000 square-foot office/flex building plus adjacent developable land, located
in Orangeburg, Rockland County, New York. In August 1999, the joint venture
completed redevelopment of the property and placed the office/flex building in
service. The Operating Partnership holds a 50 percent interest in the joint
venture. The Operating Partnership performs management, leasing and other
services for the property owned by the joint venture and recognized $147 and $0
in fees for such services in the six months ended June 30, 2000 and 1999,
respectively.

ASHFORD LOOP ASSOCIATES L.P. (1001 SOUTH DAIRY ASHFORD/2100 WEST LOOP SOUTH)
On September 18, 1998, the Operating Partnership entered into a joint venture
agreement with Prudential to form Ashford Loop Associates L.P. The venture was
formed to own, manage and operate 1001 South Dairy Ashford, a 130,000
square-foot office building acquired on September 18, 1998 and 2100 West Loop
South, a 168,000 square-foot office building acquired on November 25, 1998, both
located in Houston, Harris County, Texas. The Operating Partnership holds a 20
percent interest in the joint venture. The joint venture may be required to pay
additional consideration due to earn-out provisions in the acquisition
contracts. Subsequently, through June 30, 2000, the venture paid $16,519 ($3,304
representing the Operating Partnership's share) in accordance with the earn-out
provisions in the acquisition contracts. The Operating Partnership performs
management and leasing services for the properties owned by the joint venture
and recognized $59 and $63 in fees for such services in the six months ended
June 30, 2000 and 1999, respectively.

ARCAP INVESTORS, L.L.C.
On March 18, 1999, the Operating Partnership invested in ARCap Investors,
L.L.C., a joint venture with several participants, which was formed to invest in
sub-investment grade tranches of commercial mortgage-backed securities ("CMBS").
The Operating Partnership has invested $20,000 in the venture. William L. Mack,
Chairman of the Board of Directors of the Corporation and an equity holder of
the Operating Partnership, is a principal of the managing member of the venture.
At June 30, 2000, the venture held approximately $338,961 face value of CMBS
bonds at an aggregate cost of $147,872.

NORTH PIER AT HARBORSIDE RESIDENTIAL DEVELOPMENT
On August 5, 1999, the Operating Partnership entered into an agreement which,
upon satisfaction of certain conditions, provides for the contribution of its
North Pier at Harborside Financial Center, Jersey City, Hudson County, New
Jersey to a joint venture with Lincoln Property Company Southwest, Inc., in
exchange for cash and an equity interest in the venture. The venture intends to
develop residential housing on the property.

SOUTH PIER AT HARBORSIDE HOTEL DEVELOPMENT
On November 17, 1999, the Operating Partnership entered into an agreement with
Hyatt Corporation to develop a 350-room luxury hotel on the Operating
Partnership's South Pier at Harborside Financial Center, Jersey City, Hudson
County, New Jersey, subject to the satisfaction of certain conditions.


                                       16

<PAGE>

SUMMARIES OF UNCONSOLIDATED JOINT VENTURES

The following is a summary of the financial position of the unconsolidated joint
ventures in which the Operating Partnership had investment interests as of June
30, 2000 and December 31, 1999:

<TABLE>
<CAPTION>

                                                                          June 30, 2000
------------------------------------------------------------------------------------------------------------------------
                                                                   American
                                                            G&G    Financial    Ramland    Ashford             Combined
                                Pru-Beta 3    HPMC       Martco    Exchange     Realty      Loop       ARCap     Total
------------------------------------------------------------------------------------------------------------------------
<S>                               <C>        <C>        <C>         <C>        <C>        <C>        <C>        <C>
ASSETS:
   Rental property, net           $ 21,312   $101,147   $ 11,100    $ 10,918   $ 19,417   $ 34,664   $     --   $198,558
   Other assets                      2,616     13,968      2,778         134      4,110        893    274,434    298,933
------------------------------------------------------------------------------------------------------------------------
   Total assets                   $ 23,928   $115,115   $ 13,878    $ 11,052   $ 23,527   $ 35,557   $274,434   $497,491
========================================================================================================================

LIABILITIES AND PARTNERS'/
MEMBERS' CAPITAL:
   Mortgages and loans payable    $     --   $ 56,345   $ 50,000    $     --   $ 17,012   $     --   $136,953   $260,310
   Other liabilities                   171      6,643      1,321           1        331        533     36,989     45,989
   Partners'/members' capital       23,757     52,127    (37,443)     11,051      6,184     35,024    100,492    191,192
------------------------------------------------------------------------------------------------------------------------
   Total liabilities and
   partners'/members' capital     $ 23,928   $115,115   $ 13,878    $ 11,052   $ 23,527   $ 35,557   $274,434   $497,491
========================================================================================================================
Operating Partnership's net
   investment in unconsolidated
   joint ventures                 $ 16,397   $ 33,219   $  4,949    $ 11,100   $  2,655   $  7,349   $ 19,713   $ 95,382
------------------------------------------------------------------------------------------------------------------------

</TABLE>

<TABLE>
<CAPTION>

                                                                        December 31, 1999
------------------------------------------------------------------------------------------------------------------------
                                                                   American
                                                            G&G    Financial    Ramland    Ashford             Combined
                                Pru-Beta 3     HPMC      Martco    Exchange     Realty      Loop       ARCap     Total
------------------------------------------------------------------------------------------------------------------------
<S>                               <C>        <C>        <C>         <C>        <C>        <C>        <C>        <C>
ASSETS:
   Rental property, net           $ 21,817   $ 70,823   $ 13,672    $ 10,752   $ 19,549   $ 28,755   $     --   $165,368
   Other assets                      3,319      3,260      2,467         773      5,069        704    239,441    255,033
------------------------------------------------------------------------------------------------------------------------
   Total assets                   $ 25,136   $ 74,083   $ 16,139    $ 11,525   $ 24,618   $ 29,459   $239,441   $420,401
========================================================================================================================

LIABILITIES AND PARTNERS'/
MEMBERS' CAPITAL:
   Mortgages and loans payable    $     --   $ 41,274   $ 43,081    $     --   $ 17,300   $     --   $108,407   $210,062
   Other liabilities                   186      4,769      1,383           2      1,263        815     36,109     44,527
   Partners'/members' capital       24,950     28,040    (28,325)     11,523      6,055     28,644     94,925    165,812
------------------------------------------------------------------------------------------------------------------------
   Total liabilities and
   partners'/members' capital     $ 25,136   $ 74,083   $ 16,139    $ 11,525   $ 24,618   $ 29,459   $239,441   $420,401
========================================================================================================================
Operating Partnership's net
   investment in unconsolidated
   joint ventures                 $ 17,072   $ 23,337   $  8,352    $ 11,571   $  2,697   $  6,073   $ 20,032   $ 89,134
------------------------------------------------------------------------------------------------------------------------

</TABLE>


                                       17

<PAGE>

The following is a summary of the results of operations of the unconsolidated
joint ventures for the period in which the Operating Partnership had investment
interests during the three and six month periods ended June 30, 2000 and 1999:

<TABLE>
<CAPTION>

                                                                Three Months Ended June 30, 2000
--------------------------------------------------------------------------------------------------------------------------
                                                                    American
                                                            G&G     Financial    Ramland    Ashford             Combined
                                  Pru-Beta 3      HPMC    Martco    Exchange     Realty      Loop       ARCap     Total
--------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>       <C>       <C>           <C>       <C>       <C>        <C>       <C>
Total revenues                        $1,234    $2,504    $2,569        $254      $ 969     $1,469     $4,606    $13,605
Operating and other expenses            (401)     (813)     (793)        (51)      (273)      (641)      (721)    (3,693)
Depreciation and amortization           (305)   (1,065)     (336)         (7)      (241)      (210)        --     (2,164)
Interest expense                          --      (793)   (1,039)         --       (377)        --       (932)    (3,141)
--------------------------------------------------------------------------------------------------------------------------
Net income (loss)                     $  528    $ (167)   $  401        $196      $  78     $  618     $2,953    $ 4,607
==========================================================================================================================
Operating Partnership's equity in
   earnings of unconsolidated
   joint ventures                     $  225    $  102    $   43        $139      $  37     $  124     $  400    $ 1,070
--------------------------------------------------------------------------------------------------------------------------

</TABLE>

<TABLE>
<CAPTION>

                                                                Three Months Ended June 30, 1999
--------------------------------------------------------------------------------------------------------------------------
                                                                    American
                                                            G&G     Financial    Ramland    Ashford             Combined
                                  Pru-Beta 3      HPMC    Martco    Exchange     Realty      Loop       ARCap     Total
--------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>           <C>   <C>           <C>          <C>    <C>       <C>         <C>
Total revenues                        $1,239        --    $2,160        $229         --     $1,071    $ 2,528     $7,227
Operating and other expenses            (371)       --      (699)        (61)        --       (575)    (1,622)    (3,328)
Depreciation and amortization           (307)       --      (230)        (23)        --       (108)        --       (668)
Interest expense                          --        --      (738)         --         --         --       (519)    (1,257)
--------------------------------------------------------------------------------------------------------------------------
Net income                            $  561        --    $  493        $145         --     $  388    $   387     $1,974
==========================================================================================================================
Operating Partnership's equity in
   earnings of unconsolidated
   joint ventures                     $  242        --    $   89        $145         --     $   78    $   280     $  834
--------------------------------------------------------------------------------------------------------------------------

</TABLE>

<TABLE>
<CAPTION>

                                                                 Six Months Ended June 30, 2000
--------------------------------------------------------------------------------------------------------------------------
                                                                    American
                                                            G&G     Financial    Ramland    Ashford             Combined
                                  Pru-Beta 3      HPMC    Martco    Exchange     Realty      Loop       ARCap     Total
--------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>      <C>       <C>            <C>      <C>       <C>        <C>        <C>
Total revenues                        $2,468   $ 3,560   $ 5,281        $504     $1,947    $ 2,832    $11,150    $27,742
Operating and other expenses            (819)     (987)   (1,553)        (82)      (590)    (1,271)    (1,292)    (6,594)
Depreciation and amortization           (611)   (1,406)     (762)        (20)      (482)      (403)        --     (3,684)
Interest expense                          --    (1,120)   (1,914)         --       (746)        --     (1,701)    (5,481)
--------------------------------------------------------------------------------------------------------------------------
Net income                            $1,038   $    47   $ 1,052        $402     $  129    $ 1,158    $ 8,157    $11,983
==========================================================================================================================
Operating Partnership's equity in
   earnings of unconsolidated
   joint ventures                     $  441   $   102   $   212        $345     $   62    $   245    $   800    $ 2,207
--------------------------------------------------------------------------------------------------------------------------

</TABLE>


                                       18

<PAGE>

<TABLE>
<CAPTION>

                                                                 Six Months Ended June 30, 1999
--------------------------------------------------------------------------------------------------------------------------
                                                                    American
                                                            G&G     Financial    Ramland    Ashford             Combined
                                  Pru-Beta 3      HPMC    Martco    Exchange     Realty      Loop       ARCap     Total
--------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>                <C>           <C>                 <C>        <C>        <C>
Total revenues                        $2,470        --   $ 4,150       $ 417         --    $ 1,988    $ 2,775    $11,800
Operating and other expenses            (745)       --    (1,390)       (130)        --     (1,048)    (2,012)    (5,325)
Depreciation and amortization           (625)       --      (463)        (46)        --       (216)        --     (1,350)
Interest expense                          --        --    (1,448)         --         --         --       (544)    (1,992)
--------------------------------------------------------------------------------------------------------------------------
Net income                            $1,100        --   $   849       $ 241         --    $   724    $   219    $ 3,133
==========================================================================================================================
Operating Partnership's equity in
   earnings (loss) of unconsolidated
   joint ventures                     $  356        --   $  (277)      $ 191         --    $   134    $   224    $   628
--------------------------------------------------------------------------------------------------------------------------

</TABLE>

5. DEFERRED CHARGES AND OTHER ASSETS

<TABLE>
<CAPTION>

                                                                            June 30,                December 31,
                                                                              2000                      1999
--------------------------------------------------------------------------------------------------------------------------
<S>                                                                        <C>                       <C>
   Deferred leasing costs                                                  $ 70,274                   $62,076
   Deferred financing costs                                                  22,669                    16,690
--------------------------------------------------------------------------------------------------------------------------
                                                                             92,943                    78,766
   Accumulated amortization                                                 (22,002)                  (20,197)
--------------------------------------------------------------------------------------------------------------------------
   Deferred charges, net                                                     70,941                    58,569
   Prepaid expenses and other assets                                          9,176                     7,867
--------------------------------------------------------------------------------------------------------------------------

   Total deferred charges and other assets, net                            $ 80,117                  $ 66,436
==========================================================================================================================

</TABLE>

6. RESTRICTED CASH

Restricted cash includes security deposits for the Operating Partnership's
residential properties and certain commercial properties, and escrow and reserve
funds for debt service, real estate taxes, property insurance, capital
improvements, tenant improvements, and leasing costs established pursuant to
certain mortgage financing arrangements, and is comprised of the following:

<TABLE>
<CAPTION>

                                                      June 30,                December 31,
                                                        2000                      1999
----------------------------------------------------------------------------------------------
<S>                                                  <C>                       <C>
   Security deposits                                 $  6,377                  $  6,021
   Escrow and other reserve funds                         121                     1,060
----------------------------------------------------------------------------------------------

   Total restricted cash                             $  6,498                  $  7,081
==============================================================================================

</TABLE>

7. RENTAL PROPERTY HELD FOR SALE

As of June 30, 2000 and December 31, 1999, included in total rental property is
an office property that the Operating Partnership has identified as held for
sale. The office property has a carrying value of $12,493 and $12,479 as of June
30, 2000 and December 31, 1999, respectively, and is located in Omaha, Douglas
County, Nebraska.

Also, as of December 31, 1999, included in total rental property were two office
properties that the Operating Partnership had identified as held for sale. The
two office properties had an aggregate carrying value of $65,304 as of December
31, 1999 and were located in Jersey City, Hudson County, New Jersey and
Amarillo, Potter County,


                                       19

<PAGE>

Texas. The Hudson County, New Jersey and Potter County, Texas properties were
each sold in April 2000 in two separate transactions (see Note 3).

The following is a summary of the condensed results of operations of the rental
property held for sale at June 30, 2000 for the six months ended June 30, 2000
and 1999:

<TABLE>
<CAPTION>

                                                      Six Months Ended June 30,
                                                   2000                      1999
---------------------------------------------------------------------------------------
<S>                                             <C>                       <C>
Total revenues                                  $  1,931                  $  1,881
Operating and other expenses                      (1,017)                     (993)
Depreciation and amortization                         (1)                     (186)
---------------------------------------------------------------------------------------
Net income                                      $    913                  $    702
=======================================================================================

</TABLE>

There can be no assurance if and when the sale of the Operating Partnership's
rental property in Douglas County, Nebraska will occur.

8. SENIOR UNSECURED NOTES

On March 16, 1999, the Operating Partnership issued $600,000 face amount of
senior unsecured notes with interest payable semi-annually in arrears. The total
proceeds from the issuance (net of selling commissions and discount) of
approximately $593,500 were used to pay down outstanding borrowings under the
Unsecured Facility, as defined in Note 9, and to pay off certain mortgage loans.
The senior unsecured notes were issued at a discount of approximately $2,748,
which is being amortized over the terms of the respective tranches as an
adjustment to interest expense.

On August 2, 1999, the Operating Partnership issued an additional $185,283 of
senior unsecured notes with interest payable monthly. The Operating Partnership
used the proceeds to retire the TIAA Mortgage, as defined in Note 10.

The Operating Partnership's total senior unsecured notes (collectively, "Senior
Unsecured Notes") are redeemable at any time at the option of the Operating
Partnership, subject to certain conditions including yield maintenance.

A summary of the terms of the Senior Unsecured Notes outstanding as of June 30,
2000 and December 31, 1999 is as follows:

<TABLE>
<CAPTION>

                                                                       June 30,        December 31,     Effective
                                                                        2000              1999          Rate (1)
------------------------------------------------------------------------------------------------------------------
<S>                                                                     <C>              <C>             <C>
   7.18% Senior Unsecured Notes, due December 31, 2003                  $185,283         $185,283        7.23%
   7.00% Senior Unsecured Notes, due March 15, 2004                      299,704          299,665        7.27%
   7.25% Senior Unsecured Notes, due March 15, 2009                      297,955          297,837        7.49%
------------------------------------------------------------------------------------------------------------------

   Total Senior Unsecured Notes                                         $782,942         $782,785        7.34%
==================================================================================================================

</TABLE>

(1)  Includes the cost of terminated treasury lock agreements (if any), offering
     and other transaction costs and the discount on the notes, as applicable.

The terms of the Senior Unsecured Notes include certain restrictions and
covenants which require compliance with financial ratios relating to the maximum
amount of debt leverage, the maximum amount of secured indebtedness, the minimum
amount of debt service coverage and the maximum amount of unsecured debt as a
percent of unsecured assets.


                                       20
<PAGE>

9. REVOLVING CREDIT FACILITIES

2000 UNSECURED FACILITY
On June 22, 2000, the Operating Partnership obtained an unsecured revolving
credit facility ("2000 Unsecured Facility") with a current borrowing capacity of
$800,000 from a group of 24 lenders. The interest rate on outstanding borrowings
under the credit line is currently the London Inter-Bank Offered Rate ("LIBOR")
(6.64 percent at June 30, 2000) plus 80 basis points. The Operating Partnership
may instead elect an interest rate representing the higher of the lender's prime
rate or the Federal Funds rate plus 50 basis points. Based upon a change in the
Operating Partnership's unsecured debt rating, the interest rate will be changed
on a sliding scale. The 2000 Unsecured Facility also requires a 20 basis point
facility fee on the current borrowing capacity payable quarterly in arrears.
Subject to certain conditions, the Operating Partnership has the ability to
increase the borrowing capacity of the credit line up to $1,000,000. The 2000
Unsecured Facility matures in June 2003, with an extension option of one year,
which would require a payment of 25 basis points of the then borrowing capacity
of the credit line upon exercise.

The terms of the 2000 Unsecured Facility include certain restrictions and
covenants which limit, among other things the payment of dividends (as discussed
below), the incurrence of additional indebtedness, the incurrence of liens and
the disposition of assets, and which require compliance with financial ratios
relating to the maximum leverage ratio, the maximum amount of secured
indebtedness, the minimum amount of tangible net worth, the minimum amount of
debt service coverage, the minimum amount of fixed charge coverage, the maximum
amount of unsecured indebtedness, the minimum amount of unencumbered property
debt service coverage and certain investment limitations. The dividend
restriction referred to above provides that, except to enable the Corporation to
continue to qualify as a REIT under the Code, the Corporation will not during
any four consecutive fiscal quarters make distributions with respect to common
stock or other equity interests in an aggregate amount in excess of 90 percent
of funds from operations (as defined) for such period, subject to certain other
adjustments.

The lending group for the 2000 Unsecured Facility consists of: Chase Manhattan
Bank, as administrative agent; Fleet National Bank, as syndication agent; Bank
of America, N.A., as documentation agent; Bank One, NA, Commerzbank
Aktiengesellschaft, First Union National Bank, as senior managing agents; PNC
Bank, N.A., as managing agent; Bank Austria Creditanstalt Corporate Finance,
Inc., Bayerische Hypo-und Vereinsbank AG, Dresdner Bank AG, Societe Generale,
Summit Bank, Wells Fargo Bank, N.A., as co-agents; and Bayerische Landesbank
Girozentrale; Citizens Bank of Massachusetts; European American Bank; Chevy
Chase Bank; Citicorp Real Estate, Inc.; DG Bank Deutsche Genossenschaftsbank,
AG; Erste Bank; KBC Bank N.V.; SunTrust Bank; Bank Leumi USA; and Israel
Discount Bank of New York.

In conjunction with obtaining the 2000 Unsecured Facility, the Operating
Partnership drew funds on the new facility to repay in full and terminate the
Unsecured Facility.

UNSECURED FACILITY
The Operating Partnership had an unsecured revolving credit facility ("Unsecured
Facility") with a borrowing capacity of $1,000,000 from a group of 28 lenders.
The interest rate was based on the Operating Partnership's achievement of
investment grade unsecured debt ratings and, at the Operating Partnership's
election, bore interest at either 90 basis points over LIBOR or the higher of
the lender's prime rate or the Federal Funds rate plus 50 basis points. In
conjunction with obtaining the 2000 Unsecured Facility, the Operating
Partnership repaid in full and terminated the Unsecured Facility on June 22,
2000.

PRUDENTIAL FACILITY
The Operating Partnership has a revolving credit facility ("Prudential
Facility") with Prudential Securities Corp. ("PSC") in the amount of $100,000,
which currently bears interest at 110 basis points over one-month LIBOR, with a
maturity date of June 29, 2001. The Prudential Facility is a recourse liability
of the Operating Partnership and is secured by the Operating Partnership's
equity interest in Harborside Plazas II and III. The Prudential Facility limits
the ability of the Operating Partnership to make any distributions during any
fiscal quarter in an amount in excess of 100 percent of the Operating
Partnership's available funds from operations (as defined) for the immediately
preceding fiscal quarter (except to the extent such excess distributions or
dividends are attributable to gains from the sale of the Operating Partnership's
assets or are required for the Corporation to maintain its status as a REIT
under the Code); provided, however, that the Operating Partnership may make
distributions and pay dividends in excess of


                                       21

<PAGE>

100 percent of available funds from operations (as defined) for the preceding
fiscal quarter for not more than three consecutive quarters. In addition to the
foregoing, the Prudential Facility limits the liens placed upon the subject
property and certain collateral, the use of proceeds from the Prudential
Facility, and the maintenance of ownership of the subject property and assets
derived from said ownership.

SUMMARY
As of June 30, 2000 and December 31, 1999, the Operating Partnership had
outstanding borrowings of $215,730 and $177,000, respectively, under its
revolving credit facilities (with aggregate borrowing capacity of $900,000 and
$1,000,000, respectively). The total outstanding borrowings were from the 2000
Unsecured Facility at June 30, 2000 and from the Unsecured Facility at December
31, 1999, with no outstanding borrowings under the Prudential Facility.

10. MORTGAGES AND LOANS PAYABLE

<TABLE>
<CAPTION>

                                              June 30,                December 31,
                                                2000                      1999
----------------------------------------------------------------------------------
<S>                                           <C>                       <C>
Portfolio Mortgages                           $150,000                  $150,000
Property Mortgages                             338,605                   380,390
----------------------------------------------------------------------------------

Total mortgages and loans payable             $488,605                  $530,390
==================================================================================

</TABLE>

PORTFOLIO MORTGAGES
TIAA MORTGAGE
The Operating Partnership had an aggregate $185,283 non-recourse mortgage loan
with Teachers Insurance and Annuity Association of America, with interest only
payable monthly at a fixed annual rate of 7.18 percent ("TIAA Mortgage"). The
TIAA Mortgage was secured and cross collateralized by 43 properties. The TIAA
Mortgage was prepayable in whole or in part subject to certain provisions,
including yield maintenance.

Using the proceeds from the issuance of $185,283 of senior unsecured notes on
August 2, 1999 (see Note 8), the Operating Partnership repaid in full and
retired the TIAA Mortgage.

$150,000 PRUDENTIAL MORTGAGE LOAN
The Operating Partnership has a $150,000, interest-only, non-recourse mortgage
loan from Prudential ("$150,000 Prudential Mortgage Loan"). The loan, which is
secured by 11 properties, has an effective annual interest rate of 7.10 percent
and a seven-year term. The Operating Partnership has the option to convert the
mortgage loan to unsecured debt as a result of the achievement of an investment
grade credit rating. The mortgage loan is prepayable in whole or in part subject
to certain provisions, including yield maintenance.

PROPERTY MORTGAGES
The Operating Partnership's property mortgages ("Property Mortgages") are
comprised of various non-recourse loans which are collateralized by certain of
the Operating Partnership's rental properties. Payments on Property Mortgages
are generally due in monthly installments of principal and interest, or interest
only.


                                       22

<PAGE>

A summary of the Property Mortgages as of June 30, 2000 and December 31, 1999 is
as follows:

<TABLE>
<CAPTION>

                                                                                    Principal Balance At
                                                                    Effective    -------------------------
                                                                     Interest    June 30,    December 31,
Property Name                    Lender                                Rate        2000          1999      Maturity
---------------------------------------------------------------------------------------------------------------------
<S>                              <C>                             <C>            <C>            <C>          <C>
201 Commerce Drive               Sun Life Assurance Co.               6.240%    $  1,026       $  1,059     09/01/00
3 & 5 Terri Lane                 First Union National Bank            6.220%       4,414          4,434     10/31/00
101 & 225 Executive Drive        Sun Life Assurance Co.               6.270%       2,281          2,375     06/01/01
Mack-Cali Morris Plains          Corestates Bank                      7.510%       2,196          2,235     12/31/01
Mack-Cali Willowbrook            CIGNA                                8.670%       9,797         10,250     10/01/03
400 Chestnut Ridge               Prudential Insurance Co.             9.440%      14,027         14,446     07/01/04
Mack-Cali Centre VI              Principal Life Insurance Co.         6.865%      35,000         35,000     04/01/05
Mack-Cali Bridgewater I          New York Life Ins. Co.               7.000%      23,000         23,000     09/10/05
Mack-Cali Woodbridge II          New York Life Ins. Co.               7.500%      17,500         17,500     09/10/05
Mack-Cali Short Hills            Prudential Insurance Co.             7.740%      26,238         26,604     10/01/05
500 West Putnam Avenue           New York Life Ins. Co.               6.520%      10,448         10,784     10/10/05
Harborside - Plaza I             U.S. West Pension Trust              5.610%      52,662         51,015     01/01/06
Harborside - Plaza II and III    Northwestern Mutual Life Ins.        7.320%      97,338         98,985     01/01/06
Mack-Cali Airport                Allstate Life Insurance Co.          7.050%      10,500         10,500     04/01/07
Kemble Plaza II                  Mitsubishi Tr & Bk Co.          LIBOR+0.65%          --         40,025     01/31/08
Kemble Plaza I                   Mitsubishi Tr & Bk Co.          LIBOR+0.65%      32,178         32,178     01/31/09
---------------------------------------------------------------------------------------------------------------------

Total Property Mortgages                                                        $338,605       $380,390
=====================================================================================================================

</TABLE>


INTEREST RATE CONTRACTS
On May 24, 1995, the Operating Partnership entered into an interest rate swap
agreement with a commercial bank. The swap agreement fixed the Operating
Partnership's one-month LIBOR base to 6.285 percent per annum on a notional
amount of $24,000. The swap agreement expired in August 1999.

On January 23, 1996, the Operating Partnership entered into an interest rate
swap agreement with a commercial bank. The swap agreement fixed the Operating
Partnership's one-month LIBOR base to 5.265 percent per annum on a notional
amount of $26,000. The swap agreement expired in January 1999.

On November 20, 1997, the Operating Partnership entered into a forward treasury
rate lock agreement with a commercial bank. The agreement locked an interest
rate of 5.88 percent per annum for the interpolated seven-year U.S. Treasury
Note effective March 1, 1998, on a notional amount of $150,000. The agreement
was used to fix the interest rate on the $150,000 Prudential Mortgage Loan. On
March 2, 1998, the Operating Partnership paid $2,035 in settlement of the
agreement, which is being amortized to interest expense over the term of the
$150,000 Prudential Mortgage Loan.

On October 1, 1998, the Operating Partnership entered into a forward treasury
rate lock agreement with a commercial bank. The agreement locked an interest
rate of 4.089 percent per annum for the three-year U.S. Treasury Note effective
November 4, 1999, on a notional amount of $50,000. The agreement was used to fix
the Index Rate on $50,000 of the Harborside-Plaza I mortgage, for which the
interest rate was re-set to the three-year U.S. Treasury Note (5.82 percent)
plus 110 basis points for the three years beginning November 4, 1999 (see
"Property Mortgages: Harborside-Plaza I"). The Operating Partnership received
$2,208 in settlement of the agreement, which is being amortized to interest
expense over the three year-period.

In connection with the issuance of the $600,000 face amount of Senior Unsecured
Notes in March 1999, the Operating Partnership entered into and settled forward
treasury rate lock agreements. These agreements were settled at a cost of
approximately $517, which is being amortized to interest expense over the terms
of the respective tranches.


                                       23

<PAGE>

SCHEDULED PRINCIPAL PAYMENTS
Scheduled principal payments and related weighted average annual interest rates
for the Operating Partnership's Senior Unsecured Notes (Note 8), revolving
credit facilities (Note 9) and mortgages and loans payable as of June 30, 2000
are as follows:

<TABLE>
<CAPTION>

                                                                                                 Weighted Avg.
                                           Scheduled          Principal                        Interest Rate of
Year                                     Amortization        Maturities         Total        Future Repayments (a)
------------------------------------------------------------------------------------------------------------------
<S>                                       <C>               <C>             <C>                      <C>
July through December 2000                $   1,705         $     5,419     $    7,124               6.93%
2001                                          3,257               4,211          7,468               7.44%
2002                                          3,458                  --          3,458               8.20%
2003                                          3,518             407,824        411,342               7.40%
2004                                          2,332             309,863        312,195               7.34%
Thereafter                                      970             744,720        745,690               7.19%
------------------------------------------------------------------------------------------------------------------

Totals/Weighted Average                    $ 15,240         $ 1,472,037     $1,487,277               7.28%
==================================================================================================================

</TABLE>

(a)  Assumes a weighted average LIBOR rate at June 30, 2000 of 6.59 percent in
     calculating revolving credit facility and other variable rate debt interest
     rates.

Scheduled principal payments during the six months ended June 30, 2000 and 1999
amounted to $1,603 and $1,815, respectively.

CASH PAID FOR INTEREST & INTEREST CAPITALIZED
Cash paid for interest for the six months ended June 30, 2000 and 1999 was
$56,035 and $38,216, respectively. Interest capitalized by the Operating
Partnership for the six months ended June 30, 2000 and 1999 was $4,189 and
$3,019, respectively.

SUMMARY OF INDEBTEDNESS
As of June 30, 2000, the Operating Partnership's total indebtedness of
$1,487,277 (weighted average interest rate of 7.28 percent) was comprised of
$247,908 of revolving credit facility borrowings and other variable rate
mortgage debt (weighted average rate of 7.46 percent) and fixed rate debt of
$1,239,369 (weighted average rate of 7.24 percent).

As of December 31, 1999, the Operating Partnership's total indebtedness of
$1,490,175 (weighted average interest rate of 7.27 percent) was comprised of
$249,204 of revolving credit facility borrowings and other variable rate
mortgage debt (weighted average rate of 7.42 percent) and fixed rate debt of
$1,240,971 (weighted average rate of 7.24 percent).

11. PARTNERS' CAPITAL

Partners' capital in the accompanying financial statements of the Operating
Partnership relates to common units held by the Corporation in the Operating
Partnership, common units held by the limited partners, preferred units
("Preferred Units") held by the preferred unitholders of the Operating
Partnership, and warrants to purchase common units ("Units Warrants") in the
Operating Partnership issued in connection with the Operating Partnership's
December 1997 acquisition of 54 office properties ("Mack Properties") from the
Mack Company and Patriot American Office Group ("Mack Transaction").

Net income allocated to the preferred unitholders and limited partners reflects
their pro-rata share of net income and distributions.


                                       24

<PAGE>

COMMON STOCK
On August 6, 1998, the Board of Directors of the Corporation authorized a share
repurchase program ("Repurchase Program") under which the Corporation is
permitted to purchase up to $100,000 of the Corporation's outstanding common
stock. Purchases can be made from time to time in open market transactions at
prevailing prices or through privately negotiated transactions.

Through December 31, 1999, the Corporation, under the Repurchase Program,
purchased for constructive retirement, 1,869,200 shares of its outstanding
common stock for an aggregate cost of approximately $52,558. Concurrent with
these purchases, the Corporation sold to the Operating Partnership 1,869,200
common units for approximately $52,558. The Corporation did not purchase any of
its outstanding common stock during the six months ended June 30, 2000.

DIVIDEND REINVESTMENT AND STOCK PURCHASE PLAN
The Corporation filed a registration statement with the SEC for the
Corporation's dividend reinvestment and stock purchase plan ("Plan") which was
declared effective in February 1999. The Plan commenced on March 1, 1999.

During the year ended December 31, 1999, 1,082 shares were issued and proceeds
of approximately $32 were received from stock purchases and/or dividend
reinvestments under the Plan. The proceeds of the shares issued were contributed
by the Corporation to the Operating Partnership in exchange for common units.
The Corporation did not issue any shares under the Plan during the six months
ended June 30, 2000.

SHAREHOLDER RIGHTS PLAN
On June 10, 1999, the Board of Directors of the Corporation authorized a
dividend distribution of one preferred share purchase right ("Right") for each
outstanding share of common stock which were distributed to all holders of
record of the common stock on July 6, 1999. Each Right entitles the registered
holder to purchase from the Corporation one one-thousandth of a share of Series
A junior participating preferred stock, par value $0.01 per share ("Preferred
Shares"), at a price of $100.00 per one one-thousandth of a Preferred Share
("Purchase Price"), subject to adjustment as provided in the rights agreement.
The Rights expire on July 6, 2009, unless the expiration date is extended or the
Right is redeemed or exchanged earlier by the Corporation.

The Rights are attached to each share of common stock. The Rights are generally
exercisable only if a person or group becomes the beneficial owner of 15 percent
or more of the outstanding common stock or announces a tender offer for 15
percent or more of the outstanding common stock ("Acquiring Person"). In the
event that a person or group becomes an Acquiring Person, each holder of a Right
will have the right to receive, upon exercise, common stock having a market
value equal to two times the Purchase Price of the Right.

On June 27, 2000, the Corporation amended its shareholder rights plan to prevent
the triggering of such plan as a result of the Mergers.

STOCK OPTION PLANS
In 1994, and as subsequently amended, the Corporation established the Mack-Cali
Employee Stock Option Plan ("Employee Plan") and the Mack-Cali Director Stock
Option Plan ("Director Plan") under which a total of 5,380,188 shares (subject
to adjustment) of the Corporation's common stock have been reserved for issuance
(4,980,188 shares under the Employee Plan and 400,000 shares under the Director
Plan). Stock options granted under the Employee Plan in 1994 and 1995 have
become exercisable over a three-year period and those options granted under the
Employee Plan in 1996, 1997, 1998 and 1999 become exercisable over a five-year
period. All stock options granted under the Director Plan become exercisable in
one year. All options were granted at the fair market value at the dates of
grant and have terms of ten years. As of June 30, 2000 and December 31, 1999,
the stock options outstanding had a weighted average remaining contractual life
of approximately 6.8 and 7.4 years, respectively.


                                       25

<PAGE>

Information regarding the Corporation's stock option plans is summarized below:

<TABLE>
<CAPTION>

                                                                                             Weighted
                                                                    Shares                    Average
                                                                     Under                   Exercise
                                                                    Options                    Price
-----------------------------------------------------------------------------------------------------
<S>                                                               <C>                         <C>
      Outstanding at January 1, 1999                              3,939,982                   $33.22
      Granted                                                       426,400                   $25.23
      Exercised                                                     (47,583)                  $22.31
      Lapsed or canceled                                           (591,648)                  $36.92
-----------------------------------------------------------------------------------------------------
      Outstanding at December 31, 1999                            3,727,151                   $31.86
      Granted                                                            --                       --
      Exercised                                                     (79,910)                  $20.90
      Lapsed or canceled                                           (212,423)                  $34.91
-----------------------------------------------------------------------------------------------------
      Outstanding at June 30, 2000                                3,434,818                   $31.93
=====================================================================================================
      Options exercisable at December 31, 1999                    1,724,920                   $29.78
      Options exercisable at June 30, 2000                        2,246,063                   $31.25
-----------------------------------------------------------------------------------------------------
      Available for grant at December 31, 1999                      662,878
      Available for grant at June 30, 2000                          875,301
-----------------------------------------------------------------------------------------------------

</TABLE>

STOCK WARRANTS
The Corporation has outstanding 380,000 warrants to purchase an equal number of
shares of common stock ("Stock Warrants") at $33 per share (the market price at
date of grant). Such warrants are all currently exercisable and expire on
January 31, 2007.

The Corporation also has outstanding 464,976 Stock Warrants to purchase an equal
number of shares of common stock at $38.75 per share (the market price at date
of grant). Such warrants vest equally over a five-year period through December
31, 2001 and expire on December 12, 2007.

As of June 30, 2000 and December 31, 1999, there were a total of 844,976 and
914,976 Stock Warrants outstanding, respectively. As of June 30, 2000 and
December 31, 1999, there were 688,985 and 585,989 Stock Warrants exercisable,
respectively. During the six months ended June 30, 2000 and 1999, 70,000 and no
Stock Warrants were canceled, respectively. No Stock Warrants have been
exercised through June 30, 2000.

STOCK COMPENSATION
In July 1999, the Corporation entered into amended and restated employment
contracts with six of its then key executive officers which provided for, among
other things, compensation in the form of stock awards and associated tax
obligation payments. In addition, in December 1999, the Corporation granted
stock awards to certain other officers of the Corporation. In connection with
the stock awards (collectively, "Restricted Stock Awards"), the executive
officers and certain other officers are to receive up to a total of 211,593
shares of the Corporation's common stock vesting over a five-year period
contingent upon the Corporation meeting certain performance and/or stock price
appreciation objectives. The Restricted Stock Awards provided to the executive
officers and certain other officers were granted under the Employee Plan.
Effective January 1, 2000, 31,737 shares of the Corporation's common stock were
issued to the executive officers and certain other officers upon meeting the
required objectives.

Pursuant to the Cali Agreement, an aggregate of 38,649 shares of the
Corporation's common stock were issued to Brant Cali and John R. Cali upon
vesting of their remaining Restricted Stock Awards.

DEFERRED STOCK COMPENSATION PLAN FOR DIRECTORS
The Deferred Compensation Plan for Directors ("Deferred Compensation Plan"),
which commenced January 1, 1999, is a plan which allows non-employee directors
of the Corporation to elect to defer up to 100 percent of their annual retainer
fee into deferred stock units. The deferred stock units are convertible into an
equal number of shares of common stock upon the directors' termination of
service from the Board of Directors or a change in control of the Corporation,
as defined in the plan. Deferred stock units are credited to each director
quarterly using the closing price of the Corporation's common stock on the
applicable dividend record date for the respective quarter. Each


                                       26

<PAGE>

participating director's account is also credited for an equivalent amount of
deferred stock units based on the dividend rate for each quarter.

During 1999, 3,319 deferred stock units were earned. During the six months ended
June 30, 2000, 2,132 deferred stock units were earned.

EARNINGS PER UNIT
FASB No. 128 requires a dual presentation of basic and diluted EPU on the face
of the income statement for all companies with complex capital structures even
where the effect of such dilution is not material. Basic EPU excludes dilution
and is computed by dividing net income available to common unitholders by the
weighted average number of units outstanding for the period. Diluted EPU
reflects the potential dilution that could occur if securities or other
contracts to issue common units were exercised or converted into common units.

The following information presents the Operating Partnership's results for the
three and six month periods ended June 30, 2000 and 1999 in accordance with FASB
No. 128:

<TABLE>
<CAPTION>

                                                         Three Months Ended June 30,
                                                        2000                     1999
------------------------------------------------------------------------------------------------
                                                  Basic EPU  Diluted EPU Basic EPU  Diluted EPU
------------------------------------------------------------------------------------------------
<S>                                               <C>        <C>          <C>        <C>
Net income available to common unitholders        $107,327   $107,327     $ 21,452   $ 21,452
Add: Net income attributable to
        Operating Partnership - preferred units       --        3,765         --         --
------------------------------------------------------------------------------------------------
Adjusted net income                               $107,327   $111,092     $ 21,452   $ 21,452
================================================================================================

Weighted average units                              66,627     73,284       67,173     67,486
------------------------------------------------------------------------------------------------
Per Unit                                          $   1.61   $   1.52     $   0.32   $   0.32
================================================================================================

</TABLE>

<TABLE>
<CAPTION>

                                                             Six Months Ended June 30,
                                                          2000                        1999
----------------------------------------------------------------------------------------------------
                                                  Basic EPU   Diluted EPU   Basic EPU   Diluted EPU
----------------------------------------------------------------------------------------------------
<S>                                               <C>          <C>          <C>          <C>
Net income available to common unitholders        $149,049     $149,049     $ 58,396     $ 58,396
Add: Net income attributable to
        Operating Partnership - preferred units       --          7,634         --           --
----------------------------------------------------------------------------------------------------
Adjusted net income                               $149,049     $156,683     $58,396      $ 58,396
====================================================================================================

Weighted average units                              66,527       73,237       67,092       67,385
----------------------------------------------------------------------------------------------------
Per Unit                                          $   2.24     $   2.14     $   0.87     $   0.87
====================================================================================================

</TABLE>

The following schedule reconciles the units used in the basic EPU calculation to
the units used in the diluted EPU calculation:

<TABLE>
<CAPTION>

                                                               Three Months               Six Months
                                                              Ended June 30,            Ended June 30,
                                                            2000         1999         2000         1999
----------------------------------------------------------------------------------------------------------
<S>                                                        <C>          <C>          <C>           <C>
Basic EPU Units:                                           66,627       67,173       66,527        67,092
     Add:Operating Partnership - preferred units            6,457           --        6,537            --
              (after conversion to common units)
              Stock options                                   200          313          173           293
----------------------------------------------------------------------------------------------------------
Diluted EPU Units:                                         73,284       67,486       73,237        67,385
==========================================================================================================

</TABLE>

Contingent Units and Restricted Stock Awards outstanding in 2000 and 1999, if
any, were not included in the computation of diluted EPU as such units were
anti-dilutive during each of the periods. Preferred Units outstanding in 1999
were not included in the 1999 computation of diluted EPU as such units were
anti-dilutive during the periods.


                                       27

<PAGE>

Pursuant to the Repurchase Program, during 1999, the Corporation purchased for
constructive retirement 1,014,500 shares of its outstanding common stock for
approximately $27,500. Concurrent with these purchases, the Corporation sold an
equivalent number of common units to the Operating Partnership. The Corporation
did not purchase any of its outstanding common stock during the six months ended
June 30, 2000.

12. REDEEMABLE PARTNERSHIP UNITS

PREFERRED UNITS
In connection with the Mack Transaction in December 1997, the Operating
Partnership issued 15,237 Series A Preferred Units and 215,325 Series B
Preferred Units, with an aggregate value of $236,491. The Preferred Units have a
stated value of $1,000 per unit and are preferred as to assets over any class of
common units or other class of preferred units of the Operating Partnership,
based on circumstances per the applicable unit certificates.

The quarterly distribution on each Preferred Unit (representing 6.75 percent of
the Preferred Unit stated value of $1,000 on an annualized basis) is an amount
equal to the greater of (i) $16.875 or (ii) the quarterly distribution
attributable to a Preferred Unit determined as if such unit had been converted
into common units, subject to adjustment for customary anti-dilution rights.
Each of the Series A Preferred Units may be converted at any time into common
units at a conversion price of $34.65 per unit, and, after the one year
anniversary of the date of the Series A Preferred Units' initial issuance,
common units received pursuant to such conversion may be redeemed into common
stock. Each of the Series B Preferred Units may be converted at any time into
common units at a conversion price of $34.65 per unit, and, after the three year
anniversary of the date of the Series B Preferred Units' initial issuance,
common units received pursuant to such conversion may be redeemed into common
stock. Each of the common units are redeemable for an equal number of shares of
common stock.

During 1999, 20,952 Series A Preferred Units were converted into 604,675 common
units. During the six months ended June 30, 2000, 6,180 Series A Preferred Units
were converted into 178,355 common units.

As of June 30, 2000, there were 223,124 Series B Preferred Units outstanding
(convertible into 6,439,366 common units).

COMMON UNITS
Certain individuals and entities own common units in the Operating Partnership.
A common unit and a share of common stock of the General Partner have
substantially the same economic characteristics in as much as they effectively
share equally in the net income or loss of the Operating Partnership.

Common units are redeemable by the common unitholders at their option, subject
to certain restrictions, on the basis of one common unit for either one share of
common stock or cash equal to the fair market value of a share at the time of
the redemption. The General Partner has the option to deliver shares of common
stock in exchange for all or any portion of the cash requested. When a
unitholder redeems a common unit for common stock of the Corporation, limited
partners' capital is reduced and the General Partner's capital is increased.
Effective August 21, 1998, the partnership agreement was amended to vest this
right in the Operating Partnership, rather than in the General Partnership.
Common units held by the General Partner are not redeemable.

On June 4, 1999, in connection with the acquisition of a 0.1 percent interest in
the G&G Martco joint venture (see Note 4), the Operating Partnership issued 437
common units, valued at approximately $17.

On August 31, 1999, in connection with the acquisition of 28.1 acres of
developable land located in Roseland, New Jersey, the Operating Partnership
issued 121,624 common units, valued at approximately $3,345.

During 1999, an aggregate of 1,934,657 common units were redeemed for an
equivalent number of shares of common stock in the Corporation.

During 1999, the Operating Partnership also issued 275,046 common units, valued
at approximately $8,141, in connection with the achievement of certain
performance goals at the Mack Properties in redemption of an equivalent number
of contingent common units.


                                       28

<PAGE>

During the six months ended June 30, 2000, an aggregate of 256,346 common units
were redeemed for an equivalent number of shares of common stock in the
Corporation.

As of June 30, 2000, there were 8,075,720 common units outstanding.

CONTINGENT COMMON & PREFERRED UNITS
In connection with the Mack Transaction in December 1997, 2,006,432 contingent
common units, 11,895 Series A contingent Preferred Units and 7,799 Series B
contingent Preferred Units were issued as contingent non-participating units
("Contingent Units"). Redemption of such Contingent Units occurred upon the
achievement of certain performance goals relating to certain of the Mack
Properties, specifically the achievement of certain leasing activity. When
Contingent Units are redeemed for common and Preferred Units, an adjustment to
the purchase price of certain of the Mack Properties is recorded, based on the
value of the units issued.

On account of certain of the performance goals at the Mack Properties having
been achieved during 1999, the Operating Partnership redeemed 275,046 contingent
common units and issued an equivalent number of common units, as indicated
above. There were no Contingent Units outstanding as of December 31, 1999.

UNIT WARRANTS

The Operating Partnership has 2,000,000 Unit Warrants outstanding. The Unit
Warrants are exercisable at $37.80 per common unit and expire on December 11,
2002.

13. MINORITY INTEREST IN CONSOLIDATED PARTIALLY-OWNED PROPERTIES

On December 28, 1999, the Operating Partnership sold an interest in six office
properties located in Parsippany, Morris County, New Jersey for $83,600. Amongst
other things, the operating agreements provide for a preferred return to the
joint venture members. On June 29, 2000, the Operating Partnership acquired a
100 percent interest in these properties and the Operating Partnership paid an
additional $836 to the minority interest member in excess of its investment.

The Operating Partnership controls these operations and has consolidated the
financial position and results of operations of partially-owned properties in
the financial statements of the Operating Partnership. The equity interests of
the other members are reflected as minority interests: partially-owned
properties in the consolidated financial statements of the Operating
Partnership.

14. EMPLOYEE BENEFIT PLAN

All employees of the Corporation who meet certain minimum age and period of
service requirements are eligible to participate in a 401(k) defined
contribution plan (the "401(k) Plan"). The 401(k) Plan allows eligible employees
to defer up to 15 percent of their annual compensation, subject to certain
limitations imposed by federal law. The amounts contributed by employees are
immediately vested and non-forfeitable. The Corporation, at management's
discretion, may match employee contributions and/or make discretionary
contributions. Total expense recognized by the Operating Partnership for the six
months ended June 30, 2000 and 1999 was $200 and $0, respectively.


                                       29

<PAGE>

15. COMMITMENTS AND CONTINGENCIES

TAX ABATEMENT AGREEMENTS
   HARBORSIDE FINANCIAL CENTER PROPERTY
   Pursuant to an agreement with the City of Jersey City, New Jersey obtained by
   the former owner of the Harborside property in 1988 and assumed by the
   Operating Partnership as part of the acquisition of the property in November
   1996, the Operating Partnership is required to make payments in lieu of
   property taxes ("PILOT") on its Harborside property. The agreement, which
   commenced in 1990, is for a term of 15 years. Such PILOT is equal to two
   percent of Total Project Costs, as defined, in year one and increases by $75
   per annum through year fifteen. Total Project Costs, as defined, are
   $145,644. The PILOT totaled $1,338 and $1,302 for the six months ended June
   30, 2000 and 1999, respectively.

GROUND LEASE AGREEMENTS
Future minimum rental payments under the terms of all non-cancelable ground
leases under which the Operating Partnership is the lessee, as of June 30, 2000,
are as follows:

<TABLE>
<CAPTION>

YEAR                                                     AMOUNT
---------------------------------------------------------------
<S>                                                     <C>
July 1, 2000 to December 31, 2000                       $   266
2001                                                        531
2002                                                        531
2003                                                        531
2004                                                        534
Thereafter                                               22,532
---------------------------------------------------------------
Total                                                   $24,925
===============================================================

</TABLE>

Ground lease expense incurred during the six months ended June 30, 2000 and 1999
amounted to $285 and $260, respectively.

OTHER

On April 19, 1999, the Corporation announced the following changes in the
membership of its Board of Directors and the identities, titles and
responsibilities of its executive officers: (i) Thomas A. Rizk resigned from the
Board of Directors, the Executive Committee of the Board of Directors, his
position as Chief Executive Officer and as an employee of the Corporation; (ii)
Mitchell E. Hersh was appointed Chief Executive Officer of the Corporation
simultaneous with his resignation from his positions as President and Chief
Operating Officer of the Corporation; (iii) Timothy M. Jones was appointed
President of the Corporation simultaneous with his resignation from his
positions as Executive Vice President and Chief Investment Officer of the
Corporation; and (iv) Brant Cali was appointed to the Board of Directors of the
Corporation to fill the remainder of Thomas A. Rizk's term as a Class III
Director and was appointed Chief Operating Officer of the Corporation, also
remaining as an Executive Vice President and Assistant Secretary of the
Corporation.

Pursuant to the terms of Mr. Rizk's employment agreement entered into with the
Corporation in December 1997 and an agreement entered into simultaneous with his
resigning from the Corporation, Mr. Rizk received a payment of approximately
$14,490 in April 1999, $500 in April 2000 and $500 annually over the next two
years. All costs associated with Mr. Rizk's resignation are included in
non-recurring charges for the three and six month periods ended June 30, 1999.

On June 27, 2000, pursuant to the Cali agreement, both Brant Cali and John R.
Cali resigned their positions as officers of the Corporation and Brant Cali
resigned as director of the Corporation ("Cali Agreement"). As required by Brant
Cali and John R. Cali's amended and restated employment agreements, under the
Cali Agreement: (i) the Corporation paid $2,820 and $2,806 (less applicable
withholding) to Brant Cali and John R. Cali, respectively; and (ii) all options
to acquire shares of the Corporation's common stock and Restricted Stock Awards
held by Brant Cali and John R. Cali became fully vested on the effective date of
their resignations from the Corporation. All costs associated with Brant Cali
and John R. Cali's resignations are included in non-recurring charges for the
three and six month periods ended June 30, 2000.


                                       30

<PAGE>

The Operating Partnership is a defendant in certain litigation arising in the
normal course of business activities. Management does not believe that the
resolution of these matters will have a materially adverse effect upon the
Operating Partnership.

16. TENANT LEASES

The Properties are leased to tenants under operating leases with various
expiration dates through 2016. Substantially all of the leases provide for
annual base rents plus recoveries and escalation charges based upon the tenant's
proportionate share of and/or increases in real estate taxes and certain
operating costs, as defined, and the pass through of charges for electrical
usage.

17. SEGMENT REPORTING

The Operating Partnership operates in one business segment - real estate. The
Operating Partnership provides leasing, management, acquisition, development,
construction and tenant-related services for its portfolio. The Operating
Partnership does not have any foreign operations. The accounting policies of the
segments are the same as those described in Note 2, excluding straight-line rent
adjustments and depreciation and amortization.

The Operating Partnership evaluates performance based upon net operating income
from the combined properties in the segment.


                                       31

<PAGE>

Selected results of operations for the three and six month periods ended June
30, 2000 and 1999 and selected asset information as of June 30, 2000 and
December 31, 1999 regarding the Operating Partnership's operating segment are as
follows:

<TABLE>
<CAPTION>

                                              Total          Corporate &         Total
                                              Segment        Other (e)      Operating Partnership
-------------------------------------------------------------------------------------------------
<S>                                          <C>            <C>             <C>
TOTAL CONTRACT REVENUES (a):
Three months ended:
     June 30, 2000                           $  140,117     $    2,372      $  142,489   (f)
     June 30, 1999                              132,575            567         133,142   (g)
Six months ended:
     June 30, 2000                           $  280,258     $    3,020      $  283,278   (h)
     June 30, 1999                              264,344            142         264,486   (i)

TOTAL OPERATING AND INTEREST EXPENSES (b):
Three months ended:
     June 30, 2000                           $   46,079     $   27,484      $   73,563   (j)
     June 30, 1999                               44,567         28,164          72,731   (k)
Six months ended:
     June 30, 2000                           $   92,809     $   56,118      $  148,927   (l)
     June 30, 1999                               87,723         57,115         144,838   (m)

NET OPERATING INCOME (c):
Three months ended:
     June 30, 2000                           $   94,038     $  (25,112)     $   68,926   (f) (j)
     June 30, 1999                               88,008        (27,597)         60,411   (g) (k)
Six months ended:
     June 30, 2000                           $  187,449     $  (53,098)     $  134,351   (h) (l)
     June 30, 1999                              176,621        (56,973)        119,648   (i) (m)

TOTAL ASSETS:
     June 30, 2000                           $3,567,243     $   60,861      $3,628,104
     December 31, 1999                        3,576,806         52,795       3,629,601

TOTAL LONG-LIVED ASSETS (d):
     June 30, 2000                           $3,481,751     $   42,253      $3,524,004
     December 31, 1999                        3,510,285         30,318       3,540,603
=================================================================================================

</TABLE>

(a)  Total contract revenues represent all revenues during the period (including
     the Operating Partnership's share of net income from unconsolidated joint
     ventures), excluding adjustments for straight-lining of rents and the
     Operating Partnership's share of straight-line rent adjustments from
     unconsolidated joint ventures. All interest income is excluded from segment
     amounts and is classified in Corporate & Other for all periods.
(b)  Total operating and interest expenses represent the sum of real estate
     taxes, utilities, operating services, general and administrative and
     interest expense. All interest expense (including for property-level
     mortgages) is excluded from segment amounts and is classified in Corporate
     & Other for all periods.
(c)  Net operating income represents total contract revenues [as defined in Note
     (a)] less total operating and interest expenses [as defined in Note (b)]
     for the period.
(d)  Long-lived assets are comprised of total rental property, unbilled rents
     receivable and investments in unconsolidated joint ventures.
(e)  Corporate & Other represents all corporate-level items (including interest
     and other investment income, interest expense and non-property general and
     administrative expense) as well as intercompany eliminations necessary to
     reconcile to consolidated Operating Partnership totals.
(f)  Excludes $3,403 of adjustments for straight-lining of rents and ($3) for
     the Operating Partnership's share of straight-line rent adjustments from
     unconsolidated joint ventures.
(g)  Excludes $3,859 of adjustments for straight-lining of rents and ($26) for
     the Operating Partnership's share of straight-line rent adjustments from
     unconsolidated joint ventures.
(h)  Excludes $5,536 of adjustments for straight-lining of rents and $54 for the
     Operating Partnership's share of straight-line rent adjustments from
     unconsolidated joint ventures.
(i)  Excludes $7,422 of adjustments for straight-lining of rents and ($44) for
     the Operating Partnership's share of straight-line rent adjustments from
     unconsolidated joint ventures.
(j)  Excludes $22,945 of depreciation and amortization and non-recurring charges
     of $9,228.
(k)  Excludes $22,465 of depreciation and amortization and non-recurring charges
     of $16,458.
(l)  Excludes $45,127 of depreciation and amortization and non-recurring charges
     of $9,228.
(m)  Excludes $44,434 of depreciation and amortization and non-recurring charges
     of $16,458.


                                       32

<PAGE>

18. IMPACT OF RECENTLY-ISSUED ACCOUNTING STANDARDS

In June 1998, the FASB issued Statement of Financial Accounting Standards No.
133, Accounting for Derivative Instruments and Hedging Activities ("FASB No.
133"). FASB No. 133 is effective for all fiscal quarters of all fiscal years
beginning after June 15, 1999. In June 1999, the FASB delayed the implementation
date of FASB No. 133 by one year (January 1, 2001 for the Operating
Partnership). FASB No. 133 requires that all derivative instruments be recorded
on the balance sheet at their fair value. Changes in the fair value of
derivatives are recorded each period in current earnings or other comprehensive
income, depending on whether a derivative is designated as part of a hedge
transaction and, if it is, the type of hedge transaction. Management of the
Operating Partnership anticipates that, due to its limited use of derivative
instruments, the adoption of FASB No. 133 will not have a significant effect on
the Operating Partnership's results of operations or its financial position.


                                       33

<PAGE>


                     MACK-CALI REALTY, L.P. AND SUBSIDIARIES

                                     ITEM 2:
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read in conjunction with the Consolidated
Financial Statements of Mack-Cali Realty, L.P. and the notes thereto. Certain
defined terms used herein have the meaning ascribed to them in the Consolidated
Financial Statements.

The following comparisons for the three and six month periods ended June 30,
2000 ("2000"), as compared to the three and six month periods ended June 30,
1999 ("1999") make reference to the following: (i) the effect of the "Same-Store
Properties," which represents all in-service properties owned by the Operating
Partnership at March 31, 1999 (for the three-month period comparisons), and
which represents all in-service properties owned by the Operating Partnership at
December 31, 1998 (for the six-month period comparisons), all such properties
being owned by the Operating Partnership for the entirety of both periods being
compared, (ii) the effect of the "Acquired Properties," which represents all
properties acquired or placed in service by the Operating Partnership from April
1, 1999 through June 30, 2000 (for the three-month period comparisons), and
which represents all properties acquired or placed in service by the Operating
Partnership from January 1, 1999 through June 30, 2000 (for the six-month period
comparisons), and (iii) the effect of the "Dispositions," which represents the
Operating Partnership's sales of rental property during the respective periods.


                                       34

<PAGE>


  THREE MONTHS ENDED JUNE 30, 2000 COMPARED TO THREE MONTHS ENDED JUNE 30, 1999

<TABLE>
<CAPTION>

                                              Quarter Ended
                                                 June 30,             Dollar    Percent
(IN THOUSANDS)                              2000           1999       Change    Change
-----------------------------------------------------------------------------------------
<S>                                       <C>          <C>          <C>            <C>
REVENUE FROM RENTAL OPERATIONS:
Base rents                                $ 122,072    $ 116,499    $   5,573        4.8%
Escalations and recoveries from tenants      14,627       16,366       (1,739)     (10.6)
Parking and other                             6,128        3,061        3,067      100.2
-----------------------------------------------------------------------------------------
   Sub-total                                142,827      135,926        6,901        5.1

Equity in earnings of
   unconsolidated joint ventures              1,070          834          236       28.3
Interest income                               1,992          215        1,777      826.5
-----------------------------------------------------------------------------------------
   Total revenues                           145,889      136,975        8,914        6.5
-----------------------------------------------------------------------------------------

PROPERTY EXPENSES:
Real estate taxes                            14,733       14,208          525        3.7
Utilities                                    10,014        9,829          185        1.9
Operating services                           16,822       17,429         (607)      (3.5)
-----------------------------------------------------------------------------------------
   Sub-total                                 41,569       41,466          103        0.2

General and administrative                    5,159        5,568         (409)      (7.3)
Depreciation and amortization                22,945       22,465          480        2.1
Interest expense                             26,835       25,697        1,138        4.4
Non-recurring charges                         9,228       16,458       (7,230)     (43.9)
-----------------------------------------------------------------------------------------
   Total expenses                           105,736      111,654       (5,918)      (5.3)
-----------------------------------------------------------------------------------------

Income before gain on sales of rental
   property and minority interest            40,153       25,321       14,832       58.6
Gain on sales of rental property             73,921         --         73,921     --
-----------------------------------------------------------------------------------------

Income before minority interest             114,074       25,321       88,753      350.5
Minority interest in consolidated
   partially-owned properties                (2,982)        --         (2,982)    --
-----------------------------------------------------------------------------------------

Net income                                  111,092       25,321       85,771      338.7
Preferred unit distribution                  (3,765)      (3,869)         104        2.7
-----------------------------------------------------------------------------------------

Net income available to
   common unitholders                     $ 107,327    $  21,452    $  85,875      400.3%
=========================================================================================

</TABLE>


                                       35

<PAGE>

The following is a summary of the changes in revenue from rental operations and
property expenses divided into Acquired Properties, Same-Store Properties and
Dispositions (in thousands):

<TABLE>
<CAPTION>

                                            Total              Acquired           Same-Store
                                      Operating Partnership   Properties          Properties         Dispositions
                                      --------------------- ---------------     ---------------     ---------------
                                         Dollar Percent     Dollar  Percent     Dollar  Percent     Dollar  Percent
                                       Change     Change     Change   Change    Change    Change    Change   Change
---------------------------------------------------------------------------------------------------------------------
REVENUE FROM RENTAL OPERATIONS:
<S>                                 <C>           <C>     <C>          <C>  <C>           <C>     <C>          <C>
Base rents                          $  5,573        4.8%  $  4,833     4.2% $  4,350        3.7%  $ (3,610)    (3.1)%
Escalations and recoveries
   from tenants                       (1,739)     (10.6)       232     1.4      (758)      (4.6)    (1,213)    (7.4)
Parking and other                      3,067      100.2         47     1.5     3,265      106.7       (245)    (8.0)
---------------------------------------------------------------------------------------------------------------------
   Totals                           $  6,901        5.1%  $  5,112     3.8% $  6,857        5.0%  $ (5,068)    (3.7)%
=====================================================================================================================

PROPERTY EXPENSES:
Real estate taxes                   $    525        3.7%  $    523     3.7% $    453        3.2%  $   (451)    (3.2)%
Utilities                                185        1.9        243     2.5       373        3.8       (431)    (4.4)
Operating services                      (607)      (3.5)       933     5.3      (861)      (4.9)      (679)    (3.9)
---------------------------------------------------------------------------------------------------------------------
   Totals                           $    103        0.2%  $  1,699     4.1% $    (35)      (0.1)% $ (1,561)    (3.8)%
=====================================================================================================================

OTHER DATA:
Number of Consolidated Properties        254                    11               243                     5
Square feet (in thousands)            26,865                 1,255            25,610                 1,359

</TABLE>

Base rents for the Same-Store Properties increased $4.4 million, or 3.7 percent,
for 2000 as compared to 1999, due primarily to rental rate increases in 2000.
Escalations and recoveries from tenants for the Same-Store Properties decreased
$0.8 million, or 4.6 percent, for 2000 over 1999, due primarily to the recovery
of a decreased amount of total property expenses, as well as fewer settle-up
billings during the same period in 2000. Parking and other income for the
Same-Store Properties increased $3.3 million, or 106.7 percent, due primarily to
increased lease termination fees in 2000.

Real estate taxes on the Same-Store Properties increased $0.5 million, or 3.2
percent, for 2000 as compared to 1999, due primarily to property tax rate
increases in certain municipalities in 2000. Utilities for the Same-Store
Properties increased $0.4 million, or 3.8 percent, for 2000 as compared to
1999, due primarily to increased usage in 2000. Operating services for the
Same-Store Properties decreased $0.9 million, or 4.9 percent, due primarily
to decreased salaries.

Equity in earnings of unconsolidated joint ventures increased $0.2 million, or
28.3 percent, in 2000 as compared to 1999. This is due primarily to increased
joint venture investments made by the Operating Partnership (see Note 4 to the
Financial Statements).

Interest income increased $1.8 million, or 826.5 percent, for 2000 as compared
to 1999, due primarily to the effect of proceeds from the Dispositions in 2000
being invested in cash and cash equivalents.

General and administrative expense decreased by $0.4 million, or 7.3 percent,
for 2000 as compared to 1999. This decrease is due primarily to decreased
payroll and related costs in 2000.

Depreciation and amortization increased by $0.5 million, or 2.1 percent, for
2000 over 1999. Of this increase, $0.9 million or 4.0 percent, is attributable
to the Acquired Properties, and $0.5 million, or 2.3 percent, due to the
Same-Store Properties, partially offset by a decrease of $0.9 million, or 4.2
percent, due to the Dispositions.

Interest expense increased $1.1 million, or 4.4 percent, for 2000 as compared to
1999. This increase is due primarily to the increase in LIBOR which resulted in
higher borrowing costs on floating rate debt.

Non-recurring charges of $9.2 million were incurred in 2000, as a result of the
resignations of Brant Cali and John R. Cali (see Note 15 to the Financial
Statements). Non-recurring charges of $16.5 million were incurred in 1999, as a
result of the resignation of Thomas A. Rizk (see Note 15 to the Financial
Statements).


                                       36

<PAGE>

Income before gain on sales of rental property and minority interest increased
to $40.2 million in 2000 from $25.3 million in 1999. The increase of
approximately $14.9 million is due to the factors discussed above.

Net income available to common unitholders increased by $85.9 million, from
$21.4 million in 1999 to $107.3 million in 2000. This increase was a result of
an increase in income before gain on sales of rental property and minority
interest of $14.9 million, gain on sales of rental property of $73.9 million in
2000 and a decrease in Preferred Unit distributions of $0.1 million. These were
partially offset by an increase in minority interest of $3.0 million.

    SIX MONTHS ENDED JUNE 30, 2000 COMPARED TO SIX MONTHS ENDED JUNE 30, 1999

<TABLE>
<CAPTION>

                                             Six Months Ended
                                                 June 30,            Dollar      Percent
(IN THOUSANDS)                              2000          1999       Change       Change
----------------------------------------------------------------------------------------
<S>                                       <C>          <C>          <C>              <C>
REVENUE FROM RENTAL OPERATIONS:
Base rents                                $ 243,670    $ 232,579    $  11,091        4.8%
Escalations and recoveries from tenants      31,295       31,226           69        0.2
Parking and other                             9,450        6,961        2,489       35.8
----------------------------------------------------------------------------------------
   Sub-total                                284,415      270,766       13,649        5.0

Equity in earnings of
   unconsolidated joint ventures              2,207          628        1,579      251.4
Interest income                               2,246          470        1,776      377.9
----------------------------------------------------------------------------------------
   Total revenues                           288,868      271,864       17,004        6.3
----------------------------------------------------------------------------------------

PROPERTY EXPENSES:
Real estate taxes                            29,437       28,051        1,386        4.9
Utilities                                    20,393       19,421          972        5.0
Operating services                           34,564       34,516           48        0.1
----------------------------------------------------------------------------------------
   Sub-total                                 84,394       81,988        2,406        2.9

General and administrative                   11,272       13,531       (2,259)     (16.7)
Depreciation and amortization                45,127       44,434          693        1.6
Interest expense                             53,261       49,319        3,942        8.0
Non-recurring charges                         9,228       16,458       (7,230)     (43.9)
----------------------------------------------------------------------------------------
   Total expenses                           203,282      205,730       (2,448)      (1.2)
----------------------------------------------------------------------------------------

Income before gain on sales
   of rental property
   and minority interest                     85,586       66,134       19,452       29.4
Gain on sales of rental property             76,169         --         76,169     --
----------------------------------------------------------------------------------------

Income before minority interest             161,755       66,134       95,621      144.6
Minority interest in consolidated
   partially-owned properties                (5,072)        --         (5,072)    --
----------------------------------------------------------------------------------------

Net income                                  156,683       66,134       90,549      136.9
Preferred unit distribution                  (7,634)      (7,738)         104        1.3
----------------------------------------------------------------------------------------
Net income available to
   common unitholders                     $ 149,049    $  58,396    $  90,653      155.2%
========================================================================================

</TABLE>


                                       37

<PAGE>

The following is a summary of the changes in revenue from rental operations and
property expenses divided into Acquired Properties, Same-Store Properties and
Dispositions (in thousands):

<TABLE>
<CAPTION>

                                            Total                 Acquired           Same-Store
                                      Operating Partnership      Properties           Properties         Dispositions
                                      ---------------------   ----------------     -----------------    -----------------
                                       Dollar  Percent        Dollar   Percent     Dollar    Percent    Dollar    Percent
                                      Change    Change        Change    Change     Change      Change   Change     Change
--------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>          <C>         <C>          <C>     <C>           <C>    <C>          <C>
REVENUE FROM RENTAL OPERATIONS:
Base rents                          $ 11,091      4.8%       $  8,576     3.8%    $  6,612       2.8%  $ (4,097)    (1.8)%
Escalations and recoveries
   from tenants                           69      0.2             519     1.6          687       2.2     (1,137)    (3.6)
Parking and other                      2,489     35.8              61     0.9        2,667      38.3       (239)    (3.4)
--------------------------------------------------------------------------------------------------------------------------
   Totals                           $ 13,649      5.0%       $  9,156     3.3%    $  9,966       3.7%  $ (5,473)    (2.0)%
==========================================================================================================================

PROPERTY EXPENSES:
Real estate taxes                   $  1,386      4.9%       $    913     3.3%    $    941       3.3%  $   (468)    (1.7)%
Utilities                                972      5.0             467     2.4        1,009       5.2       (504)    (2.6)
Operating services                        48      0.1           1,500     4.3         (754)     (2.2)      (698)    (2.0)
--------------------------------------------------------------------------------------------------------------------------
   Totals                           $  2,406      2.9%       $  2,880     3.5%    $  1,196       1.4%  $ (1,670)    (2.0)%
==========================================================================================================================

OTHER DATA:
Number of Consolidated Properties        254                       15                  239                    5
Square feet (in thousands)            26,865                    1,389               25,476                1,359

</TABLE>

Base rents for the Same-Store Properties increased $6.6 million, or 2.8 percent,
for 2000 as compared to 1999, due primarily to rental rate increases in 2000.
Escalations and recoveries from tenants for the Same-Store Properties increased
$0.7 million, or 2.2 percent, for 2000 over 1999, due primarily to the recovery
of an increased amount of total property expenses, as well as additional
settle-up billings in 2000. Parking and other income for the Same-Store
Properties increased $2.7 million, or 38.3 percent, due primarily to increased
lease termination fees received in 2000.

Real estate taxes on the Same-Store Properties increased $0.9 million, or 3.3
percent, for 2000 as compared to 1999, due primarily to property tax rate
increases in certain municipalities in 2000. Utilities for the Same-Store
Properties increased $1.0 million, or 5.2 percent, for 2000 as compared to
1999, due primarily to increased usage in 2000. Operating services for the
Same-Store Properties decreased $0.8 million, or 2.2 percent, due primarily
to decreased salaries.

Equity in earnings of unconsolidated joint ventures increased $1.6 million, or
251.4 percent, in 2000 as compared to 1999. This is due primarily to increased
joint venture investments made by the Operating Partnership (see Note 4 to the
Financial Statements).

Interest income increased $1.8 million, or 377.9 percent, for 2000 as compared
to 1999, due primarily to the effect of proceeds from the Dispositions in 2000
being invested in cash and cash equivalents.

General and administrative expense decreased by $2.3 million, or 16.7 percent,
for 2000 as compared to 1999. This decrease is due primarily to decreased
payroll and related costs in 2000.

Depreciation and amortization increased by $0.7 million, or 1.6 percent, for
2000 over 1999. Of this increase, $1.6 million or 3.6 percent, is attributable
to the Acquired Properties and $0.9 million, or 2.1 percent, due to the
Same-Store Properties, partially offset by a decrease of $1.8 million, or 4.1
percent, due to the Dispositions.

Interest expense increased $3.9 million, or 8.0 percent, for 2000 as compared to
1999. This increase is due primarily to the replacement in 1999 of short-term
credit facility borrowings with long-term fixed rate unsecured notes.


                                       38

<PAGE>

Non-recurring charges of $9.2 million were incurred in 2000, as a result of the
resignations of Brant Cali and John R. Cali (see Note 15 to the Financial
Statements). Non-recurring charges of $16.5 million were incurred in 1999, as a
result of the resignation of Thomas A. Rizk (see Note 15 to the Financial
Statements).

Income before gain on sales of rental property and minority interest increased
to $85.6 million in 2000 from $66.1 million in 1999. The increase of
approximately $19.5 million is due to the factors discussed above.

Net income available to common unitholders increased by $90.7 million, from
$58.4 million in 1999 to $149.1 million in 2000. This increase was a result of
an increase in income before gain on sales of rental property and minority
interest of $19.5 million, gain on sales of rental property of $76.2 million in
2000 and a decrease in Preferred Unit distributions of $0.1 million. These were
partially offset by an increase in minority interest of $5.1 million.

LIQUIDITY AND CAPITAL RESOURCES

STATEMENT OF CASH FLOWS
During the six months ended June 30, 2000, the Operating Partnership generated
$120.6 million in cash flows from operating activities, and together with $435.0
million in borrowings from the Operating Partnership's revolving credit
facilities, $235.8 million in proceeds from sales of rental property, $7.1
million in distributions received from unconsolidated joint ventures, $1.7
million in proceeds from stock options exercised and $0.6 million from
restricted cash, used an aggregate of approximately $800.8 million to acquire
properties and land parcels and pay for other tenant and building improvements
totaling $170.1 million, repay outstanding borrowings on its revolving credit
facilities and other mortgage debt of $438.1 million, pay quarterly
distributions of $85.0 million, invest $11.0 million in unconsolidated joint
ventures, distribute $88.7 million to minority interest in partially-owned
properties, pay financing costs of $6.0 million and increase the Operating
Partnership's cash and cash equivalents by $1.9 million.

CAPITALIZATION
In August 1998, the Board of Directors of the Corporation authorized a share
repurchase program under which the Corporation was permitted to purchase up to
$100.0 million of the Corporation's outstanding common stock. Purchases could be
made from time to time in open market transactions at prevailing prices or
through privately negotiated transactions. Subsequently, through December 31,
1999, the Corporation purchased for constructive retirement, 1,869,200 shares of
its outstanding common stock for an aggregate cost of approximately $52.6
million. Concurrent with these purchases, the Corporation sold to the Operating
Partnership 1,869,200 common units for approximately $52.6 million. The
Corporation did not purchase any of its outstanding common stock during the six
months ended June 30, 2000.

As of June 30, 2000, the Operating Partnership's total indebtedness of $1.5
billion (weighted average interest rate of 7.28 percent) was comprised of $247.9
million of revolving credit facility borrowings and other variable rate mortgage
debt (weighted average rate of 7.46 percent) and fixed rate debt of $1.2 billion
(weighted average rate of 7.24 percent).

As of June 30, 2000, the Operating Partnership had outstanding borrowings of
$215.7 million under its revolving credit facilities (with aggregate borrowing
capacity of $900.0 million). The total outstanding borrowings were from the 2000
Unsecured Facility, with no outstanding borrowings under the Prudential
Facility. The interest rate on outstanding borrowings under the 2000 Unsecured
Facility is currently LIBOR plus 80 basis points. The Operating Partnership may
instead elect an interest rate representing the higher of the lender's prime
rate or the Federal Funds rate plus 50 basis points. Based upon a change in the
Operating Partnership's unsecured debt rating, the interest rate will be changed
on a sliding scale. The 2000 Unsecured Facility also requires a 20 basis point
facility fee on the current borrowing capacity payable quarterly in arrears.
Subject to certain conditions, the Operating Partnership has the ability to
increase the borrowing capacity of the 2000 Unsecured Facility up to $1.0
billion. The 2000 Unsecured Facility matures in June 2003, with an extension
option of one year, which would require a payment of 25 basis points of the then
borrowing capacity of the credit line upon exercise. The Prudential Facility
carries an interest rate of 110 basis points over LIBOR and matures in June
2001.

The terms of the 2000 Unsecured Facility include certain restrictions and
covenants which limit, among other things, the payment of dividends (as
discussed below), the incurrence of additional indebtedness, the incurrence of
liens and the disposition of assets, and which require compliance with financial
ratios relating to the maximum leverage ratio,


                                       39
<PAGE>

the maximum amount of secured indebtedness, the minimum amount of tangible net
worth, the minimum amount of debt service coverage, the minimum amount of fixed
charge coverage, the maximum amount of unsecured indebtedness, the minimum
amount of unencumbered property debt service coverage and certain investment
limitations. The dividend restriction referred to above provides that, except to
enable the Corporation to continue to qualify as a REIT under the Code, the
Corporation will not during any four consecutive fiscal quarters make
distributions with respect to common stock or other equity interests in an
aggregate amount in excess of 90 percent of funds from operations (as defined)
for such period, subject to certain other adjustments.

The Operating Partnership has three investment grade credit ratings. Standard &
Poor's Rating Services ("S&P") and Fitch IBCA ("Fitch") have each assigned their
BBB rating to existing and prospective senior unsecured debt of the Operating
Partnership. S&P and Fitch have also assigned their BBB- rating to prospective
preferred stock offerings of the Corporation. Moody's Investors Service has
assigned its Baa3 rating to the existing and prospective senior unsecured debt
of the Operating Partnership and its Ba1 rating to prospective preferred stock
offerings of the Corporation.

The terms of the Operating Partnership's unsecured corporate debt include
certain restrictions and covenants which require compliance with financial
ratios relating to the maximum amount of debt leverage, the maximum amount of
secured indebtedness, the minimum amount of debt service coverage and the
maximum amount of unsecured debt as a percent of unsecured assets.

As of June 30, 2000, the Operating Partnership had 225 unencumbered properties,
totaling 20.4 million square feet, representing 76.0 percent of the Operating
Partnership's total portfolio on a square footage basis.

The Operating Partnership and Corporation have an effective shelf registration
statement with the SEC for an aggregate of $2.0 billion in debt securities,
preferred stock and preferred stock represented by depositary shares, under
which the Operating Partnership has issued an aggregate of $785.3 million of
unsecured corporate debt.

Historically, rental revenue has been the principal source of funds to pay
operating expenses, debt service and capital expenditures, excluding
non-recurring capital expenditures. Management believes that the Operating
Partnership will have access to the capital resources necessary to expand and
develop its business. To the extent that the Operating Partnership's cash flow
from operating activities is insufficient to finance its non-recurring capital
expenditures such as property acquisition and construction project costs and
other capital expenditures, the Operating Partnership expects to finance such
activities through borrowings under its revolving credit facilities and other
debt and equity financing.

The Operating Partnership expects to meet its short-term liquidity requirements
generally through its working capital and net cash provided by operating
activities, along with the 2000 Unsecured Facility and the Prudential Facility.
The Operating Partnership is frequently examining potential property
acquisitions and construction projects and, at any given time, one or more of
such acquisitions or construction projects may be under consideration.
Accordingly, the ability to fund property acquisitions and construction projects
is a major part of the Operating Partnership's financing requirements. The
Operating Partnership expects to meet its financing requirements through funds
generated from operating activities, proceeds from property sales, long-term or
short-term borrowings (including draws on the Operating Partnership's revolving
credit facilities) and the issuance of additional debt or equity securities. In
addition, the Operating Partnership anticipates utilizing the 2000 Unsecured
Facility and the Prudential Facility primarily to fund property acquisitions and
construction projects.

As of June 30, 2000, the Operating Partnership's total debt had a weighted
average term to maturity of 5.1 years. The Operating Partnership does not intend
to reserve funds to retire the Operating Partnership's unsecured corporate debt,
Harborside mortgages, $150.0 Million Prudential Mortgage Loan, its other
property mortgages or other long-term mortgages and loans payable upon maturity.
Instead, the Operating Partnership will seek to refinance such debt at maturity
or retire such debt through the issuance of additional equity or debt
securities. The Operating Partnership is reviewing various refinancing options,
including the issuance of additional unsecured corporate debt, preferred stock,
and/or obtaining additional mortgage debt, some or all of which may be completed
during 2000. The Operating Partnership anticipates that its available cash and
cash equivalents and cash flows from operating activities, together with cash
available from borrowings and other sources, will be adequate to meet the
Operating Partnership's capital and liquidity needs both in the short and
long-term. However, if these sources of funds are insufficient or unavailable,
the Operating Partnership's ability to make the expected distributions discussed
below may be adversely affected.


                                       40

<PAGE>

To maintain its qualification as a REIT, the Corporation must make annual
distributions to its stockholders of at least 95 percent of its REIT taxable
income, determined without regard to the dividends paid deduction and by
excluding net capital gains. The Corporation currently relies on the
distributions it receives from the Operating Partnership to make distributions
to its stockholders. Moreover, the Operating Partnership intends to continue to
make regular quarterly distributions to its unitholders which, based upon
current policy, in the aggregate would equal approximately $155.1 million on an
annualized basis. However, any such distribution, would only be paid out of
available cash after meeting operating requirements, scheduled debt service on
mortgages and loans payable, and preferred unit distributions.


                                       41
<PAGE>

SIGNIFICANT TENANTS
The following table sets forth a schedule of the Operating Partnership's 20
largest tenants for the Consolidated Properties as of June 30, 2000, based upon
annualized base rents:

<TABLE>
<CAPTION>

                                                                     Percentage of                    Percentage of
                                                 Annualized      Operating Partnership   Square      Total Operating       Year of
                                  Number of      Base Rental        Annualized Base       Feet         Partnership          Lease
                                 Properties    Revenue ($) (1)    Rental Revenue (%)     Leased     Leased Sq.Ft. (%)    Expiration
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>         <C>                    <C>            <C>             <C>                <C>
Donaldson, Lufkin &
  Jenrette Securities Corp.          1             8,316,096             1.8             271,953         1.1              2011
AT&T Wireless Services               2             8,199,960             1.7             382,030         1.5              2007 (2)
AT&T Corporation                     4             8,069,341             1.7             520,496         2.0              2009 (3)
Keystone Mercy Health Plan           3             7,532,982             1.6             330,394         1.3              2015 (4)
IBM Corporation                      4             7,028,473             1.5             362,753         1.4              2007 (5)
Prentice-Hall Inc.                   1             6,744,495             1.4             474,801         1.9              2014
Allstate Insurance Company           9             5,863,006             1.2             270,154         1.1              2009 (6)
Nabisco Inc.                         3             5,694,073             1.2             310,243         1.2              2005 (7)
Toys `R' US - NJ, Inc.               1             5,342,672             1.1             242,518         0.9              2012
American Institute of Certified
  Public Accountants                 1             4,981,357             1.1             249,768         1.0              2012
Board of Gov./Federal Reserve        1             4,694,247             1.0             117,008         0.5              2009 (8)
Dean Witter Trust Company            1             4,319,507             0.9             221,019         0.9              2008
Winston & Strawn                     1             4,302,008             0.9             108,100         0.4              2003
CMP Media Inc.                       1             4,206,598             0.9             206,274         0.8              2014
KPMG Peat Marwick, LLP               2             3,824,080             0.8             161,760         0.6              2007 (9)
Move.com                             1             3,701,763             0.8              94,917         0.4              2006
Bank of Tokyo - Mitsubishi Ltd.      1             3,378,924             0.7             137,076         0.5              2009
Bankers Trust Harborside Inc.        1             3,272,500             0.7             385,000         1.5              2003
Cendant Operations Inc.              1             3,117,051             0.7             148,431         0.6              2008
Deloitte & Touche USA, LLP           1             3,073,126             0.7             115,967         0.4              2002
-----------------------------------------------------------------------------------------------------------------------------------
Totals                                           105,662,259            22.4           5,110,662        20.0
====================================================================================================================================

</TABLE>

(1)  Annualized base rental revenue is based on actual June 2000 billings times
     12. For leases whose rent commences after July 1, 2000, annualized base
     rental revenue is based on the first full month's billing times 12. As
     annualized base rental revenue is not derived from historical GAAP results,
     historical results may differ from those set forth above.
(2)  12,150 square feet expire September 2004; 345,799 square feet expire March
     2007; 24,081 square feet expire June 2007.
(3)  3,950 square feet expire August 2000; 66,268 square feet expire December
     2000; 63,278 square feet expire May 2004; 387,000 square feet expire
     January 2009.
(4)  27,245 square feet expire January 2003; 303,149 square feet expire April
     2015.
(5)  28,289 square feet expire January 2002; 1,065 square feet expire November
     2002; 85,000 square feet expire December 2005; 248,399 square feet expire
     December 2007.
(6)  22,444 square feet expire July 2001; 47,364 square feet expire September
     2002; 18,882 square feet expire April 2003; 2,867 square feet expire
     January 2004; 36,305 square feet expire January 2005; 23,024 square feet
     expire October 2005; 6,108 square feet expire August 2006; 70,517 square
     feet expire June 2007; 31,143 square feet expire April 2008; 11,500 square
     feet expire April 2009.
(7)  9,865 square feet expire September 2001; 300,378 square feet expire
     December 2005.
(8)  94,719 square feet expire May 2005; 22,289 square feet expire July 2009.
(9)  104,556 square feet expire September 2002; 57,204 square feet expire July
     2007.


                                       42

<PAGE>


SCHEDULE OF LEASE EXPIRATIONS

The following table sets forth a schedule of the lease expirations for the total
of the Operating Partnership's office, office/flex, industrial/warehouse and
stand-alone retail properties, included in the Consolidated Properties,
beginning July 1, 2000, assuming that none of the tenants exercise renewal
options:

<TABLE>
<CAPTION>

                                                                                           Average Annual
                                                    Percentage Of                           Rent Per Net
                                 Net Rentable       Total Leased         Annualized           Rentable          Percentage Of
                                 Area Subject        Square Feet         Base Rental         Square Foot         Annual Base
                  Number Of       To Expiring      Represented By       Revenue Under        Represented         Rent Under
Year Of            Leases           Leases            Expiring            Expiring           By Expiring          Expiring
Expiration      Expiring (1)       (Sq. Ft.)       Leases (%) (2)      Leases ($) (3)        Leases ($)          Leases (%)
---------------------------------------------------------------------------------------------------------------------------
<S>                   <C>         <C>                   <C>              <C>                   <C>                 <C>
7/1/00-12/31/00       256         1,490,198              5.8              26,192,268            17.58               5.6

2001..........        527         2,834,176             11.1              45,918,474            16.20               9.7

2002..........        536         3,585,845             14.0              62,957,243            17.56              13.3

2003..........        448         3,717,746             14.5              65,181,163            17.53              13.8

2004..........        334         2,323,366              9.1              44,334,554            19.08               9.4

2005..........        286         2,859,481             11.2              56,116,970            19.62              11.9

2006..........        105         1,412,989              5.5              29,696,175            21.02               6.3

2007..........         64         1,521,732              5.9              31,383,457            20.62               6.7

2008..........         40         1,084,117              4.2              18,254,250            16.84               3.9

2009..........         36         1,097,738              4.3              21,298,156            19.40               4.5

2010..........         61           944,524              3.7              19,212,405            20.34               4.1

2011 and thereafter    49         2,731,935             10.7              50,927,546            18.64              10.8
---------------------------------------------------------------------------------------------------------------------------
Totals/Weighted
  Average           2,742        25,603,847            100.0             471,472,661            18.41             100.0
===========================================================================================================================

</TABLE>

(1)  Includes office, office/flex, industrial/warehouse and stand-alone retail
     property tenants only. Excludes leases for amenity, retail, parking and
     month-to-month tenants. Some tenants have multiple leases.

(2)  Excludes all unleased space as of June 30, 2000.

(3)  Annualized base rental revenue is based on actual June 2000 billings times
     12. For leases whose rent commences after July 1, 2000, annualized base
     rental revenue is based on the first full month's billing times 12. As
     annualized base rental revenue is not derived from historical GAAP results,
     historical results may differ from those set forth above.

(4)  Reconciliation to Operating Partnership's total net rentable square footage
     is as follows:

<TABLE>
<CAPTION>

                                                                Square Feet  Percentage of Total
                                                                -----------  -------------------
<S>                                                              <C>               <C>
Square footage leased to commercial tenants                      25,603,847         95.3%
Square footage used for corporate offices, management offices,
 building use, retail tenants, food services, other ancillary
 service tenants and occupancy adjustments                          425,086          1.6
Square footage unleased                                             835,958          3.1
                                                                 ----------      --------
Total net rentable square footage (does not include
 residential, land lease, retail or not-in-service properties)   26,864,891        100.0%
                                                                 ----------      --------
                                                                 ----------      --------
</TABLE>


                                       43

<PAGE>

SCHEDULE OF LEASE EXPIRATIONS: OFFICE PROPERTIES
The following table sets forth a schedule of the lease expirations for the
office properties beginning July 1, 2000, assuming that none of the tenants
exercise renewal options:

<TABLE>
<CAPTION>

                                                                                           Average Annual
                                                  Percentage Of                             Rent Per Net
                                Net Rentable      Total Leased           Annualized           Rentable          Percentage Of
                               Area Subject        Square Feet           Base Rental         Square Foot         Annual Base
                  Number Of      To Expiring     Represented By         Revenue Under        Represented         Rent Under
Year Of            Leases          Leases           Expiring              Expiring           By Expiring          Expiring
Expiration      Expiring (1)      (Sq. Ft.)      Leases (%) (2)        Leases ($) (3)        Leases ($)          Leases (%)
---------------------------------------------------------------------------------------------------------------------------
<S>                   <C>        <C>                   <C>               <C>                    <C>                <C>
7/1/00-12/31/00       213         1,214,468              5.7              22,985,977            18.93               5.5

2001..........        437         2,159,752             10.2              38,977,000            18.05               9.3

2002..........        434         2,731,188             12.9              53,967,997            19.76              12.8

2003..........        375         3,121,966             14.8              59,322,147            19.00              14.1

2004..........        284         1,822,335              8.6              38,538,729            21.15               9.1

2005..........        239         2,440,656             11.5              50,947,678            20.87              12.1

2006..........         86         1,134,526              5.4              25,192,679            22.21               6.0

2007..........         56         1,386,301              6.5              29,412,223            21.22               7.0

2008..........         36           925,747              4.4              17,171,967            18.55               4.1

2009..........         26           966,678              4.6              19,469,636            20.14               4.6

2010..........         47           750,968              3.5              16,568,653            22.06               3.9

2011 and thereafter    42         2,510,911             11.9              48,363,186            19.26              11.5
---------------------------------------------------------------------------------------------------------------------------
Totals/Weighted
  Average           2,275        21,165,496            100.0             420,917,872            19.89             100.0
===========================================================================================================================

</TABLE>

(1)  Includes office tenants only. Excludes leases for amenity, retail, parking
     and month-to-month office tenants. Some tenants have multiple leases.
(2)  Excludes all unleased space as of June 30, 2000.
(3)  Annualized base rental revenue is based on actual June 2000 billings times
     12. For leases whose rent commences after July 1, 2000, annualized base
     rental revenue is based on the first full month's billing times 12. As
     annualized base rental revenue is not derived from historical GAAP results,
     historical results may differ from those set forth above.


                                       44

<PAGE>

SCHEDULE OF LEASE EXPIRATIONS: OFFICE/FLEX PROPERTIES

The following table sets forth a schedule of the lease expirations for the
office/flex properties beginning July 1, 2000, assuming that none of the tenants
exercise renewal options:

<TABLE>
<CAPTION>

                                                                                           Average Annual
                                                    Percentage Of                           Rent Per Net
                                 Net Rentable       Total Leased         Annualized           Rentable          Percentage Of
                                 Area Subject        Square Feet         Base Rental         Square Foot         Annual Base
                  Number Of       To Expiring      Represented By       Revenue Under        Represented         Rent Under
Year Of            Leases           Leases            Expiring            Expiring           By Expiring          Expiring
Expiration      Expiring (1)      (Sq. Ft.)        Leases (%) (2)     Leases ($)  (3)        Leases ($)          Leases (%)
---------------------------------------------------------------------------------------------------------------------------
<S>                   <C>         <C>                  <C>                <C>                   <C>               <C>
7/1/00-12/31/00        40           274,395              6.8               3,189,396            11.62               6.9

2001..........         87           664,977             16.5               6,849,197            10.30              14.8

2002..........        100           808,217             20.0               8,491,539            10.51              18.3

2003..........         69           497,806             12.3               5,357,898            10.76              11.5

2004..........         39           291,611              7.2               3,303,333            11.33               7.1

2005..........         44           405,671             10.0               4,987,415            12.29              10.8

2006..........         19           278,463              6.9               4,503,496            16.17               9.7

2007..........          8           135,431              3.4               1,971,234            14.56               4.2

2008..........          4           158,370              3.9               1,082,283             6.83               2.3

2009..........          9           119,260              2.9               1,722,320            14.44               3.7

2010..........         14           193,556              4.8               2,643,752            13.66               5.7

2011 and thereafter     6           213,024              5.3               2,299,360            10.79               5.0
---------------------------------------------------------------------------------------------------------------------------
Totals/Weighted
  Average             439         4,040,781            100.0              46,401,223            11.48             100.0
===========================================================================================================================

</TABLE>

(1)  Includes office/flex tenants only. Excludes leases for amenity, retail,
     parking and month-to-month office/flex tenants. Some tenants have multiple
     leases.
(2)  Excludes all unleased space as of June 30, 2000.
(3)  Annualized base rental revenue is based on actual June 2000 billings times
     12. For leases whose rent commences after July 1, 2000, annualized base
     rental revenue is based on the first full month's billing times 12. As
     annualized base rental revenue is not derived from historical GAAP results,
     historical results may differ from those set forth above.


                                       45

<PAGE>

SCHEDULE OF LEASE EXPIRATIONS: INDUSTRIAL/WAREHOUSE PROPERTIES

The following table sets forth a schedule of the lease expirations for the
industrial/warehouse properties beginning July 1, 2000, assuming that none of
the tenants exercise renewal options:

<TABLE>
<CAPTION>

                                                                                           Average Annual
                                                    Percentage Of                           Rent Per Net
                                 Net Rentable       Total Leased         Annualized           Rentable        Percentage Of
                                 Area Subject        Square Feet         Base Rental         Square Foot       Annual Base
                  Number Of       To Expiring      Represented By       Revenue Under        Represented       Rent Under
Year Of            Leases           Leases            Expiring            Expiring           By Expiring        Expiring
Expiration      Expiring (1)      (Sq. Ft.)        Leases (%) (2)      Leases ($) (3)        Leases ($)        Leases (%)
---------------------------------------------------------------------------------------------------------------------------
<S>                    <C>          <C>                <C>                 <C>                   <C>              <C>
7/1/00-12/31/00         3             1,335              0.3                  16,895            12.66               0.4

2001..........          3             9,447              2.5                  92,277             9.77               2.5

2002..........          2            46,440             12.2                 497,707            10.72              13.5

2003..........          4            97,974             25.8                 501,118             5.11              13.6

2004..........         10           200,120             52.6               2,297,492            11.48              62.2

2005..........          3            13,154              3.5                 181,877            13.83               4.9

2009..........          1            11,800              3.1                 106,200             9.00               2.9
---------------------------------------------------------------------------------------------------------------------------
Totals/Weighted
  Average              26           380,270            100.0               3,693,566             9.71             100.0
===========================================================================================================================

</TABLE>

(1)  Includes industrial/warehouse tenants only. Excludes leases for amenity,
     retail, parking and month-to-month industrial/warehouse tenants. Some
     tenants have multiple leases.
(2)  Excludes all unleased space as of June 30, 2000.
(3)  Annualized base rental revenue is based on actual June 2000 billings times
     12. For leases whose rent commences after July 1, 2000, annualized base
     rental revenue is based on the first full month's billing times 12. As
     annualized base rental revenue is not derived from historical GAAP results,
     the historical results may differ from those set forth above.


SCHEDULE OF LEASE EXPIRATIONS: STAND-ALONE RETAIL PROPERTIES

The following table sets forth a schedule of the lease expirations for the
stand-alone retail properties beginning July 1, 2000, assuming that none of the
tenants exercise renewal options:

<TABLE>
<CAPTION>

                                                                                           Average Annual
                                                    Percentage Of                           Rent Per Net
                                 Net Rentable       Total Leased         Annualized           Rentable        Percentage Of
                                 Area Subject        Square Feet         Base Rental         Square Foot       Annual Base
                  Number Of       To Expiring      Represented By       Revenue Under        Represented       Rent Under
Year Of            Leases           Leases            Expiring            Expiring           By Expiring        Expiring
Expiration      Expiring (1)      (Sq. Ft.)          Leases (%)        Leases ($) (2)        Leases ($)        Leases (%)
---------------------------------------------------------------------------------------------------------------------------
<S>                     <C>          <C>               <C>                   <C>                <C>               <C>
2004..........          1             9,300             53.8                 195,000            20.97              42.4

2012 .........          1             8,000             46.2                 265,000            33.12              57.6
---------------------------------------------------------------------------------------------------------------------------
Totals/Weighted
  Average               2            17,300            100.0                 460,000            26.59             100.0
===========================================================================================================================

</TABLE>

(1)  Includes stand-alone retail property tenants only.
(2)  Annualized base rental revenue is based on actual June 2000 billings times
     12. For leases whose rent commences after July 1, 2000, annualized base
     rental revenue is based on the first full month's billing times 12. As
     annualized base rental revenue is not derived from historical GAAP results,
     historical results may differ from those set forth above.


                                       46

<PAGE>

INDUSTRY DIVERSIFICATION

The following table lists the Operating Partnership's 30 largest industry
classifications based on annualized contractual base rent of the Consolidated
Properties:

<TABLE>
<CAPTION>

                                                                          Percentage of                   Percentage of
                                                        Annualized         Operating                     Total Operating
                                                        Base Rental        Partnership        Square       Partnership
                                                          Revenue        Annualized Base       Feet          Leased
Industry Classification (3)                             ($) (1) (2)    Rental Revenue (%)     Leased       Sq. Ft. (%)
------------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>                <C>                <C>             <C>
Securities, Commodity Contracts & Other Financial       48,482,254         10.3               2,163,027        8.4
Manufacturing                                           45,744,817          9.7               2,766,760       10.8
Computer System Design Svcs.                            34,196,330          7.2               1,814,397        7.1
Insurance Carriers & Related Activities                 33,713,281          7.1               1,744,424        6.8
Telecommunications                                      32,802,016          6.9               1,929,988        7.5
Legal Services                                          27,804,546          5.9               1,264,086        4.9
Health Care & Social Assistance                         22,341,554          4.7               1,144,152        4.5
Credit Intermediation & Related Activities              21,982,908          4.7               1,282,516        5.0
Wholesale Trade                                         17,473,059          3.7               1,247,374        4.9
Accounting/Tax Prep.                                    15,908,652          3.4                 752,393        2.9
Other Professional                                      15,687,935          3.3                 919,295        3.6
Retail Trade                                            13,942,320          3.0                 833,258        3.3
Information Services                                    13,385,639          2.8                 623,356        2.4
Publishing Industries                                   12,555,371          2.7                 563,273        2.2
Arts, Entertainment & Recreation                        11,478,864          2.4                 785,759        3.1
Public Administration                                   10,383,217          2.2                 360,322        1.4
Other Services (except Public Administration)            8,916,277          1.9                 699,883        2.7
Transportation                                           8,757,450          1.9                 673,895        2.6
Advertising/Related Services                             8,270,160          1.8                 399,462        1.6
Real Estate & Rental & Leasing                           7,747,291          1.6                 378,753        1.5
Management/Scientific                                    7,573,469          1.6                 388,954        1.5
Management of Companies & Finance                        7,076,808          1.5                 372,430        1.5
Scientific Research/Development                          6,890,375          1.5                 412,902        1.6
Data Processing Services                                 6,062,894          1.3                 277,639        1.1
Architectural/Engineering                                5,561,039          1.2                 312,488        1.2
Construction                                             4,504,058          1.0                 269,431        1.1
Educational Services                                     3,684,716          0.8                 211,205        0.8
Utilities                                                3,567,432          0.8                 170,462        0.7
Specialized Design Services                              3,408,726          0.7                 161,504        0.6
Admin. & Support, Waste Mgt. & Remediation Svc.          3,101,016          0.6                 222,856        0.9
Other                                                    8,468,187          1.8                 457,603        1.8
------------------------------------------------------------------------------------------------------------------------
Totals                                                 471,472,661        100.0              25,603,847      100.0
========================================================================================================================

</TABLE>

(1)  Annualized base rental revenue is based on actual June 2000 billings times
     12. For leases whose rent commences after July 1, 2000, annualized base
     rental revenue is based on the first full month's billing times 12. As
     annualized base rental revenue is not derived from historical GAAP results,
     historical results may differ from those set forth above.
(2)  Includes office, office/flex, industrial/warehouse and stand-alone retail
     tenants only. Excludes leases for amenity, retail, parking and
     month-to-month office tenants. Some tenants have multiple leases.
(3)  The Operating Partnership's tenants are classified according to the U.S.
     Government's new North American Industrial Classification System (NAICS)
     which has replaced the Standard Industrial Code (SIC) system.


                                       47

<PAGE>

MARKET DIVERSIFICATION

The following table lists the Operating Partnership's 25 largest markets (MSAs),
based on annualized contractual base rent of the Consolidated Properties:

<TABLE>
<CAPTION>

                                                   Annualized       Percentage of
                                                   Base Rental  Operating Partnership       Total
                                                     Revenue       Annualized Base      Property Size     Percentage of
Market (MSA)                                       ($) (1) (2)   Rental Revenue (%)     Rentable Area   Rentable Area (%)
------------------------------------------------------------------------------------------------------------------------
<S>                                                <C>                <C>                <C>                <C>
Bergen-Passaic, NJ                                  82,841,703         17.6               4,530,091          16.9
New York, NY (Westchester-Rockland Counties)        78,809,935         16.7               4,696,178          17.5
Newark, NJ (Essex-Morris-Union Counties)            71,270,588         15.1               3,444,598          12.8
Philadelphia, PA-NJ                                 37,779,413          8.0               2,657,858           9.9
Jersey City, NJ                                     37,245,542          7.9               1,886,800           7.0
Washington, DC-MD-VA                                18,992,505          4.0                 616,549           2.3
Denver, CO                                          16,915,371          3.6               1,007,931           3.8
Dallas, TX                                          14,782,631          3.1                 959,463           3.6
Trenton, NJ (Mercer County)                         12,714,136          2.7                 672,365           2.5
Middlesex-Somerset-Hunterdon, NJ                    12,706,631          2.7                 659,041           2.5
San Antonio, TX                                     11,793,657          2.5                 940,302           3.5
San Francisco, CA                                   11,725,703          2.5                 450,891           1.7
Stamford-Norwalk, CT                                 9,054,159          1.9                 527,250           2.0
Houston, TX                                          8,888,939          1.9                 700,008           2.6
Monmouth-Ocean, NJ                                   7,176,808          1.5                 577,423           2.1
Nassau-Suffolk, NY                                   5,762,698          1.2                 261,849           1.0
Austin-San Marcos, TX                                5,751,591          1.2                 270,703           1.0
Phoenix-Mesa, AZ                                     5,411,031          1.1                 416,967           1.5
Boulder-Longmont, CO                                 3,578,893          0.8                 270,421           1.0
Tampa-St. Petersburg-Clearwater, FL                  3,415,060          0.7                 297,429           1.1
Bridgeport, CT                                       3,104,796          0.7                 145,487           0.5
Omaha, NE-IA                                         3,096,315          0.7                 319,535           1.2
Colorado Springs, CO                                 2,837,673          0.6                 209,987           0.8
Dutchess County, NY                                  2,172,749          0.5                 118,727           0.4
Atlantic-Cape May, NJ                                1,464,090          0.3                  80,344           0.3
Other                                                2,180,044          0.5                 146,694           0.5
------------------------------------------------------------------------------------------------------------------------
Totals                                             471,472,661        100.0              26,864,891         100.0
========================================================================================================================

</TABLE>

(1)  Annualized base rental revenue is based on actual June 2000 billings times
     12. For leases whose rent commences after July 1, 2000, annualized base
     rental revenue is based on the first full month's billing times 12. As
     annualized base rental revenue is not derived from historical GAAP results,
     historical results may differ from those set forth above.
(2)  Includes office, office/flex, industrial/warehouse and stand-alone retail
     tenants only. Excludes leases for amenity, retail, parking and
     month-to-month office tenants. Some tenants have multiple leases.


                                       48

<PAGE>

                                PROPERTY LISTING

                                OFFICE PROPERTIES

<TABLE>
<CAPTION>

                                                                                          Percentage of
                                                                  Percentage               Total Office,
                                                       Net          Leased      Annual     Office/flex,          Average
                                                    Rentable        as of       Base      and Industrial/       Base Rent
Property                                    Year      Area         6/30/00      Rent       Warehouse           Per Sq. Ft.
Location                                   Built    (Sq. Ft.)      (%) (1)   ($000'S) (2) Base Rent (%)        ($) (3) (5)
--------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>          <C>            <C>        <C>           <C>                <C>
ATLANTIC COUNTY, NEW JERSEY
EGG HARBOR
100 Decadon Drive ...................      1987       40,422        100.0        784         0.16               19.40
200 Decadon Drive ...................      1991       39,922         95.3        735         0.15               19.32

BERGEN COUNTY, NEW JERSEY
FAIR LAWN
17-17 Route 208 North ...............      1987      143,000         96.0      3,445         0.70               25.09
FORT LEE
One Bridge Plaza ....................      1981      200,000         99.5      4,658         0.95               23.41
2115 Linwood Avenue (4) .............      1981       68,000         88.4        687         0.14               11.43
LITTLE FERRY
200 Riser Road ......................      1974      286,628        100.0      1,882         0.39                6.57
MONTVALE
95 Chestnut Ridge Road ..............      1975       47,700        100.0        570         0.12               11.95
135 Chestnut Ridge Road .............      1981       66,150         92.1        971         0.20               15.94
PARAMUS
15 East Midland Avenue ..............      1988      259,823        100.0      6,639         1.36               25.55
461 From Road .......................      1988      253,554         99.8      6,084         1.24               24.04
650 From Road .......................      1978      348,510        100.0      7,584         1.55               21.76
140 Ridgewood Avenue ................      1981      239,680        100.0      5,134         1.05               21.42
61 South Paramus Avenue .............      1985      269,191        100.0      5,705         1.17               21.19
ROCHELLE PARK
120 Passaic Street ..................      1972       52,000        100.0        576         0.12               11.08
365 West Passaic Street .............      1976      212,578         96.5      3,620         0.74               17.65
SADDLE RIVER
1 Lake Street .......................   1973/94      474,801        100.0      7,466         1.53               15.72
UPPER SADDLE RIVER
10 Mountainview Road ................      1986      192,000        100.0      3,773         0.77               19.65
WOODCLIFF LAKE
400 Chestnut Ridge Road .............      1982       89,200        100.0      2,129         0.44               23.87
470 Chestnut Ridge Road .............      1987       52,500        100.0      1,192         0.24               22.70
530 Chestnut Ridge Road .............      1986       57,204        100.0      1,166         0.24               20.38
50 Tice Boulevard ...................      1984      235,000        100.0      4,837         0.99               20.58
300 Tice Boulevard ..................      1991      230,000        100.0      4,968         1.02               21.60

BURLINGTON COUNTY, NEW JERSEY
MOORESTOWN
224 Strawbridge Drive ...............      1984       74,000         95.2      1,162         0.24               16.49
228 Strawbridge Drive ...............      1984       74,000        100.0      1,434         0.29               19.38

ESSEX COUNTY, NEW JERSEY
MILLBURN
150 J.F. Kennedy Parkway ............      1980      247,476        100.0      5,770         1.18               23.32
ROSELAND
101 Eisenhower Parkway ..............      1980      237,000         95.1      4,127         0.84               18.31
103 Eisenhower Parkway ..............      1985      151,545         99.8      3,154         0.65               20.85

HUDSON COUNTY, NEW JERSEY
JERSEY CITY
95 Christopher Columbus Drive (7) ...      1989          n/a          n/a     10,266         2.10                 n/a
Harborside Financial Center Plaza I .      1983      400,000         99.0      3,305         0.68                8.35
Harborside Financial Center Plaza II       1990      761,200        100.0     17,721         3.63               23.28
Harborside Financial Center Plaza III      1990      725,600        100.0     17,027         3.48               23.47

</TABLE>


                                       49

<PAGE>

                                PROPERTY LISTING

                                OFFICE PROPERTIES
                                   (CONTINUED)

<TABLE>
<CAPTION>

                                                                                 Percentage of
                                                      Percentage                 Total Office,
                                               Net      Leased      Annual       Office/flex,          Average
                                            Rentable     as of       Base       and Industrial/       Base Rent
Property                            Year      Area      6/30/00      Rent          Warehouse         Per Sq. Ft.
Location                           Built    (Sq. Ft.)   (%) (1)  ($000'S) (2)   Base Rent (%)        ($) (3) (5)
--------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>     <C>           <C>        <C>            <C>                <C>
MERCER COUNTY, NEW JERSEY
PRINCETON
400 Alexander Road (6)...........   1987        n/a        n/a         466          0.10                 n/a
103 Carnegie Center..............   1984     96,000      100.0       2,237          0.46               23.30
100 Overlook Center .............   1988    149,600       99.8       3,738          0.76               25.04
5 Vaughn Drive...................   1987     98,500      100.0       2,271          0.46               23.06

MIDDLESEX COUNTY, NEW JERSEY
EAST BRUNSWICK
377 Summerhill Road..............   1977     40,000      100.0         373          0.08                9.33
PLAINSBORO
500 College Road East............   1984    158,235      100.0       3,404          0.70               21.51
SOUTH BRUNSWICK
3 Independence Way...............   1983    111,300       99.9       2,101          0.43               18.90
WOODBRIDGE
581 Main Street..................   1991    200,000      100.0       4,574          0.94               22.87

MONMOUTH COUNTY, NEW JERSEY
NEPTUNE
3600 Route 66....................   1989    180,000      100.0       2,413          0.49               13.41
WALL TOWNSHIP
1305 Campus Parkway..............   1988     23,350       92.4         423          0.09               19.61
1350 Campus Parkway..............   1990     79,747       99.9       1,329          0.27               16.68

MORRIS COUNTY, NEW JERSEY
FLORHAM PARK
325 Columbia Turnpike............   1987    168,144      100.0       4,022          0.82               23.92
MORRIS PLAINS
201 Littleton Road...............   1979     88,369      100.0       1,771          0.36               20.04
250 Johnson Road.................   1977     75,000      100.0       1,090          0.22               14.53
MORRIS TOWNSHIP
340 Mt. Kemble Avenue............   1985    387,000      100.0       5,529          1.13               14.29
412 Mt. Kemble Avenue (7)........   1986        n/a        n/a       6,481          1.33                 n/a
PARSIPPANY
7 Campus Drive...................   1982    154,395      100.0       2,551          0.52               16.52
8 Campus Drive ..................   1987    215,265      100.0       5,235          1.07               24.32
2 Dryden Way.....................   1990      6,216      100.0          68          0.01               10.94
4 Gatehall Drive (4).............   1988    248,480       98.2       5,856          1.20               24.00
2 Hilton Court...................   1991    181,592      100.0       4,556          0.93               25.09
600 Parsippany Road..............   1978     96,000      100.0       1,347          0.28               14.03
1 Sylvan Way.....................   1989    150,557      100.0       3,513          0.72               23.33
5 Sylvan Way.....................   1989    151,383       96.8       3,542          0.72               24.17
7 Sylvan Way.....................   1987    145,983      100.0       2,920          0.60               20.00

PASSAIC COUNTY, NEW JERSEY
CLIFTON
777 Passaic Avenue...............   1983     75,000       63.1         939          0.19               19.84
TOTOWA
999 Riverview Drive..............   1988     56,066      100.0         930          0.19               16.59
WAYNE
201 Willowbrook Boulevard........   1970    178,329       99.0       2,426          0.50               13.74

</TABLE>


                                       50

<PAGE>

                                PROPERTY LISTING

                                OFFICE PROPERTIES
                                   (CONTINUED)

<TABLE>
<CAPTION>
                                                                                 Percentage of
                                                      Percentage                 Total Office,
                                               Net      Leased      Annual       Office/flex,          Average
                                            Rentable     as of       Base       and Industrial/       Base Rent
Property                            Year      Area      6/30/00      Rent          Warehouse         Per Sq. Ft.
Location                           Built    (Sq. Ft.)   (%) (1)  ($000'S) (2)   Base Rent (%)        ($) (3) (5)
------------------------------------------------------------------------------------------------------------------
<S>                                 <C>     <C>          <C>         <C>            <C>                <C>
SOMERSET COUNTY, NEW JERSEY
BASKING RIDGE
222 Mt. Airy Road................   1986     49,000      100.0         743          0.15               15.16
233 Mt. Airy Road................   1987     66,000      100.0         762          0.16               11.55
BRIDGEWATER
721 Route 202/206................   1989    192,741      100.0       3,974          0.81               20.62

UNION COUNTY, NEW JERSEY
CLARK
100 Walnut Avenue................   1985    182,555      100.0       4,548          0.93               24.91
CRANFORD
6 Commerce Drive.................   1973     56,000       85.5       1,048          0.21               21.89
11 Commerce Drive................   1981     90,000       90.8       1,053          0.22               12.89
12 Commerce Drive................   1967     72,260       89.4         613          0.13                9.49
20 Commerce Drive................   1990    176,600      100.0       3,819          0.78               21.63
65 Jackson Drive.................   1984     82,778      100.0       1,591          0.33               19.22
NEW PROVIDENCE
890 Mountain Road................   1977     80,000      100.0       2,051          0.42               25.64

------------------------------------------------------------------------------------------------------------------
TOTAL NEW JERSEY OFFICE                  11,091,129       99.0     234,878         48.07               21.40
------------------------------------------------------------------------------------------------------------------

DUTCHESS COUNTY, NEW YORK
FISHKILL
300 South Lake Drive.............   1987    118,727       98.3       2,144          0.44               18.37

NASSAU COUNTY, NEW YORK
NORTH HEMPSTEAD
111 East Shore Road..............   1980     55,575      100.0       1,515          0.31               27.26
600 Community Drive..............   1983    206,274      100.0       4,860          0.99               23.56

ROCKLAND COUNTY, NEW YORK
SUFFERN
400 Rella Boulevard..............   1988    180,000       99.0       3,579          0.73               20.08

WESTCHESTER COUNTY, NEW YORK
ELMSFORD
100 Clearbrook Road..............   1975     60,000      100.0         939          0.19               15.65
101 Executive Boulevard..........   1971     50,000       79.5         802          0.16               20.18
555 Taxter Road (4)..............   1986    170,554      100.0       4,017          0.82               23.55
565 Taxter Road (4)..............   1988    170,554       78.7       3,294          0.67               24.54
570 Taxter Road..................   1972     75,000       86.2       1,431          0.29               22.13
HAWTHORNE
30 Saw Mill River Road...........   1982    248,400      100.0       5,221          1.07               21.02
1 Skyline Drive..................   1980     20,400       99.0         249          0.05               12.33
2 Skyline Drive..................   1987     30,000       98.9         510          0.10               17.19
17 Skyline Drive.................   1989     85,000      100.0       1,237          0.25               14.55
7 Skyline Drive..................   1987    109,000      100.0       2,176          0.45               19.96
TARRYTOWN
200 White Plains Road............   1982     89,000       88.1       1,805          0.37               23.02
220 White Plains Road............   1984     89,000       99.4       1,896          0.39               21.43
WHITE PLAINS
1 Barker Avenue..................   1975     68,000       96.6       1,600          0.33               24.36
3 Barker Avenue..................   1983     65,300       93.3       1,257          0.26               20.63
50 Main Street...................   1985    309,000       98.8       7,682          1.57               25.16
11 Martine Avenue................   1987    180,000      100.0       4,376          0.90               24.31
1 Water Street...................   1979     45,700       99.8         994          0.20               21.79

</TABLE>


                                       51

<PAGE>

                                PROPERTY LISTING

                                OFFICE PROPERTIES
                                   (CONTINUED)

<TABLE>
<CAPTION>

                                                                                 Percentage of
                                                      Percentage                 Total Office,
                                               Net      Leased      Annual       Office/flex,          Average
                                            Rentable     as of       Base       and Industrial/       Base Rent
Property                            Year      Area      6/30/00      Rent          Warehouse         Per Sq. Ft.
Location                           Built    (Sq. Ft.)   (%) (1)  ($000'S) (2)   Base Rent (%)        ($) (3) (5)
-----------------------------------------------------------------------------------------------------------------
<S>                                 <C>   <C>            <C>        <C>            <C>                 <C>
YONKERS
1 Executive Boulevard............   1982    112,000      100.0       2,453          0.50               21.90
3 Executive Plaza................   1987     58,000      100.0       1,258          0.26               21.69

-----------------------------------------------------------------------------------------------------------------
TOTAL NEW YORK OFFICE                     2,595,484       96.8      55,295         11.30               22.01
-----------------------------------------------------------------------------------------------------------------

CHESTER COUNTY, PENNSYLVANIA
BERWYN
1000 Westlakes Drive.............   1989     60,696       93.0       1,455          0.30               25.78
1055 Westlakes Drive.............   1990    118,487      100.0       2,298          0.47               19.39
1205 Westlakes Drive.............   1988    130,265       99.8       2,861          0.59               22.01
1235 Westlakes Drive.............   1986    134,902       99.7       3,062          0.63               22.77

DELAWARE COUNTY, PENNSYLVANIA
LESTER
100 Stevens Drive................   1986     95,000      100.0         853          0.17                8.98
200 Stevens Drive................   1987    208,000      100.0       3,785          0.77               18.20
300 Stevens Drive................   1992     68,000      100.0       1,140          0.23               16.76
MEDIA
1400 Providence Road - Center I..   1986    100,000       81.3       1,812          0.37               22.29
1400 Providence Road - Center II.   1990    160,000       83.5       3,086          0.63               23.10

MONTGOMERY COUNTY, PENNSYLVANIA
LOWER PROVIDENCE
1000 Madison Avenue..............   1990    100,700      100.0       1,815          0.37               18.02
PLYMOUTH MEETING
1150 Plymouth Meeting Mall.......   1970    167,748       84.8       2,975          0.61               20.91
Five Sentry Parkway East.........   1984     91,600      100.0       1,498          0.31               16.35
Five Sentry Parkway West.........   1984     38,400      100.0         664          0.14               17.29

-----------------------------------------------------------------------------------------------------------------
TOTAL PENNSYLVANIA OFFICE                 1,473,798       94.9      27,304          5.59               19.53
-----------------------------------------------------------------------------------------------------------------

FAIRFIELD COUNTY, CONNECTICUT
GREENWICH
500 West Putnam..................   1973    121,250       98.3       2,779          0.57               23.32
NORWALK
40 Richards Avenue...............   1985    145,487       97.7       2,841          0.58               19.99
SHELTON
1000 Bridgeport Avenue...........   1986    133,000       89.5       2,316          0.47               19.46

-----------------------------------------------------------------------------------------------------------------
TOTAL CONNECTICUT OFFICE                    399,737       95.2       7,936          1.62               20.86
-----------------------------------------------------------------------------------------------------------------

DISTRICT OF COLUMBIA
WASHINGTON
1201 Connecticut Avenue, NW (4)..   1940    169,549       96.6       4,643          0.95               28.35
1400 L Street, NW................   1987    159,000      100.0       5,868          1.20               36.91
1709 New York Avenue, NW.........   1972    166,000      100.0       6,893          1.41               41.52

-----------------------------------------------------------------------------------------------------------------
TOTAL DISTRICT OF COLUMBIA OFFICE           494,549       98.8      17,404          3.56               35.61
-----------------------------------------------------------------------------------------------------------------

</TABLE>


                                       52

<PAGE>

                                PROPERTY LISTING

                                OFFICE PROPERTIES
                                   (CONTINUED)

<TABLE>
<CAPTION>


                                                                                 Percentage of
                                                      Percentage                 Total Office,
                                               Net      Leased      Annual       Office/flex,          Average
                                            Rentable     as of       Base       and Industrial/       Base Rent
Property                            Year      Area      6/30/00      Rent          Warehouse         Per Sq. Ft.
Location                           Built    (Sq. Ft.)   (%) (1)  ($000'S) (2)   Base Rent (%)        ($) (3) (5)
-----------------------------------------------------------------------------------------------------------------
<S>                                 <C>   <C>            <C>        <C>             <C>                <C>
PRINCE GEORGE'S COUNTY, MARYLAND
LANHAM
4200 Parliament Place............   1989    122,000       91.3       2,335          0.48               20.96

-----------------------------------------------------------------------------------------------------------------
TOTAL MARYLAND OFFICE                       122,000       91.3       2,335          0.48               20.96
-----------------------------------------------------------------------------------------------------------------

BEXAR COUNTY, TEXAS
SAN ANTONIO
200 Concord Plaza Drive..........   1986    248,700       92.4       4,451          0.91               19.37
1777 N.E. Loop 410...............   1986    256,137       92.8       3,573          0.73               15.03
84 N.E. Loop 410.................   1971    187,312       87.9       2,477          0.51               15.04
111 Soledad......................   1918    248,153       93.0       2,452          0.50               10.62

COLLIN COUNTY, TEXAS
PLANO
555 Republic Place...............   1986     97,889       97.2       1,472          0.30               15.47

DALLAS COUNTY,TEXAS
DALLAS
3030 LBJ Freeway.................   1984    367,018       96.1       6,347          1.30               18.00
3100 Monticello..................   1984    173,837       94.9       2,763          0.57               16.75
8214 Westchester.................   1983     95,509       79.2       1,301          0.27               17.20
IRVING
2300 Valley View.................   1985    142,634       85.4       2,204          0.45               18.09
RICHARDSON
1122 Alma Road...................   1977     82,576      100.0         607          0.12                7.35

HARRIS COUNTY, TEXAS
HOUSTON
14511 Falling Creek..............   1982     70,999       98.8         853          0.17               12.16
5225 Katy Freeway................   1983    112,213      100.0       1,429          0.29               12.73
5300 Memorial....................   1982    155,099      100.0       2,297          0.47               14.81
1717 St. James Place.............   1975    109,574       94.0       1,345          0.28               13.06
1770 St. James Place.............   1973    103,689       90.4       1,374          0.28               14.66
10497 Town & Country Way.........   1981    148,434       81.1       1,904          0.39               15.82

POTTER COUNTY, TEXAS
AMARILLO
6900 IH - 40 West (7)............   1986        n/a        n/a         458          0.09                 n/a

TARRANT COUNTY, TEXAS
EULESS
150 West Parkway.................   1984     74,429       95.9       1,032          0.21               14.46

TRAVIS COUNTY, TEXAS
AUSTIN
1250 Capital of Texas Hwy. South.   1985    270,703       98.8       5,571          1.14               20.83

-----------------------------------------------------------------------------------------------------------------
TOTAL TEXAS OFFICE                        2,944,905       93.4      43,910          8.98               15.97
-----------------------------------------------------------------------------------------------------------------

</TABLE>


                                       53

<PAGE>

                                PROPERTY LISTING

                                OFFICE PROPERTIES
                                   (CONTINUED)

<TABLE>
<CAPTION>

                                                                                 Percentage of
                                                      Percentage                 Total Office,
                                               Net      Leased      Annual       Office/flex,          Average
                                            Rentable     as of       Base       and Industrial/       Base Rent
Property                            Year      Area      6/30/00      Rent          Warehouse         Per Sq. Ft.
Location                           Built    (Sq. Ft.)   (%) (1)  ($000'S) (2)   Base Rent (%)        ($) (3) (5)
-----------------------------------------------------------------------------------------------------------------
<S>                                 <C>     <C>          <C>         <C>            <C>                <C>
MARICOPA COUNTY, ARIZONA
GLENDALE
5551 West Talavi Boulevard.......   1991    181,596      100.0       1,614          0.33                8.89
PHOENIX
19640 North 31st Street..........   1990    124,171      100.0       1,198          0.25                9.65
20002 North 19th Avenue (6)......   1986        n/a        n/a         307          0.06                n/a
SCOTTSDALE
9060 E. Via Linda Boulevard......   1984    111,200      100.0       2,407          0.49               21.65

-----------------------------------------------------------------------------------------------------------------
TOTAL ARIZONA OFFICE                        416,967      100.0       5,526          1.13               13.25
-----------------------------------------------------------------------------------------------------------------

ARAPAHOE COUNTY, COLORADO
AURORA
750 South Richfield Street.......   1997    108,240      100.0       2,911          0.60               26.89
DENVER
400 South Colorado Boulevard.....   1983    125,415       97.2       2,066          0.42               16.95
ENGLEWOOD
9359 East Nichols Avenue.........   1997     72,610      100.0         903          0.18               12.44
5350 South Roslyn Street.........   1982     63,754       96.2       1,058          0.22               17.25

BOULDER COUNTY, COLORADO
BROOMFIELD
105 South Technology Court.......   1997     37,574      100.0         539          0.11               14.35
303 South Technology Court-A.....   1997     34,454      100.0         421          0.09               12.22
303 South Technology Court-B.....   1997     40,416      100.0         421          0.09               10.42
LOUISVILLE
1172 Century Drive...............   1996     49,566      100.0         562          0.11               11.34
248 Centennial Parkway...........   1996     39,266      100.0         563          0.12               14.34
285 Century Place................   1997     69,145      100.0       1,117          0.23               16.15

DENVER COUNTY, COLORADO
DENVER
3600 South Yosemite..............   1974    133,743      100.0       1,289          0.26                9.64

DOUGLAS COUNTY, COLORADO
ENGLEWOOD
384 Inverness Drive South........   1985     51,523      100.0         813          0.17               15.78
400 Inverness Drive..............   1997    111,608       99.9       2,756          0.56               24.72
67 Inverness Drive East..........   1996     54,280      100.0         662          0.14               12.20
5975 South Quebec Street.........   1996    102,877       99.8       2,380          0.49               23.18
PARKER
9777 Pyramid Court...............   1995    120,281      100.0       1,323          0.27               11.00

EL PASO COUNTY, COLORADO
COLORADO SPRINGS
8415 Explorer....................   1998     47,368      100.0         570          0.12               12.03
1975 Research Parkway............   1997    115,250      100.0       1,679          0.34               14.57
2375 Telstar Drive...............   1998     47,369      100.0         570          0.12               12.03

</TABLE>


                                       54

<PAGE>

                                PROPERTY LISTING

                                OFFICE PROPERTIES
                                   (CONTINUED)

<TABLE>
<CAPTION>

                                                                                 Percentage of
                                                      Percentage                 Total Office,
                                               Net      Leased      Annual       Office/flex,          Average
                                            Rentable     as of       Base       and Industrial/       Base Rent
Property                            Year      Area      6/30/00      Rent          Warehouse         Per Sq. Ft.
Location                           Built    (Sq. Ft.)   (%) (1)  ($000'S) (2)   Base Rent (%)        ($) (3) (5)
-----------------------------------------------------------------------------------------------------------------
<S>                                 <C>  <C>             <C>       <C>            <C>                  <C>
JEFFERSON COUNTY, COLORADO
LAKEWOOD
141 Union Boulevard..............   1985     63,600       98.9       1,099          0.22               17.47

-----------------------------------------------------------------------------------------------------------------
TOTAL COLORADO OFFICE                     1,488,339       99.5      23,702          4.86               16.00
-----------------------------------------------------------------------------------------------------------------

SAN FRANCISCO COUNTY, CALIFORNIA
SAN FRANCISCO
795 Folsom Street (4)............   1977    183,445      100.0       4,701          0.96               25.63
760 Market Street................   1908    267,446       95.1       7,877          1.61               30.97

-----------------------------------------------------------------------------------------------------------------
TOTAL CALIFORNIA OFFICE                     450,891       97.1      12,578          2.57               28.73
-----------------------------------------------------------------------------------------------------------------

HILLSBOROUGH COUNTY, FLORIDA
TAMPA
501 Kennedy Boulevard............   1982    297,429       88.8       3,786          0.77               14.33

-----------------------------------------------------------------------------------------------------------------
TOTAL FLORIDA OFFICE                        297,429       88.8       3,786          0.77               14.33
-----------------------------------------------------------------------------------------------------------------

POLK COUNTY, IOWA
WEST DES MOINES
2600 Westown Parkway.............   1988     72,265      100.0       1,120          0.23               15.50

-----------------------------------------------------------------------------------------------------------------
TOTAL IOWA OFFICE                            72,265      100.0       1,120          0.23               15.50
-----------------------------------------------------------------------------------------------------------------

DOUGLAS COUNTY, NEBRASKA
OMAHA
210 South 16th Street............   1894    319,535       94.3       3,310          0.68               10.98

-----------------------------------------------------------------------------------------------------------------
TOTAL NEBRASKA OFFICE                       319,535       94.3       3,310          0.68               10.98
-----------------------------------------------------------------------------------------------------------------

TOTAL OFFICE PROPERTIES                  22,167,028       97.4     439,084         89.84               20.34
=================================================================================================================

</TABLE>


                                       55
<PAGE>

                                PROPERTY LISTING

                             OFFICE/FLEX PROPERTIES

<TABLE>
<CAPTION>

                                                                                 Percentage of
                                                      Percentage                 Total Office,
                                               Net      Leased      Annual       Office/flex,          Average
                                            Rentable     as of       Base       and Industrial/       Base Rent
Property                            Year      Area      6/30/00      Rent          Warehouse         Per Sq. Ft.
Location                           Built    (Sq. Ft.)   (%) (1)  ($000'S) (2)   Base Rent (%)        ($) (3) (5)
-----------------------------------------------------------------------------------------------------------------
<S>                                 <C>      <C>         <C>           <C>          <C>                <C>
BURLINGTON COUNTY, NEW JERSEY
BURLINGTON
3 Terri Lane.....................   1991     64,500       61.4         399          0.08               10.07
5 Terri Lane.....................   1992     74,555       62.2         413          0.08                8.91
MOORESTOWN
2 Commerce Drive (4).............   1986     49,000      100.0         364          0.07                7.43
101 Commerce Drive...............   1988     64,700      100.0         336          0.07                5.19
102 Commerce Drive (4)...........   1987     38,400       87.5         182          0.04                5.42
201 Commerce Drive...............   1986     38,400      100.0         196          0.04                5.10
202 Commerce Drive (4)...........   1988     51,200      100.0         269          0.06                5.26
1 Executive Drive................   1989     20,570       91.2         107          0.02                5.70
2 Executive Drive (4)............   1988     60,800      100.0         473          0.10                5.42
101 Executive Drive..............   1990     29,355       45.8         125          0.03                9.30
102 Executive Drive..............   1990     64,000       90.0         422          0.09                7.33
225 Executive Drive..............   1990     50,600      100.0         320          0.07                6.32
97 Foster Road...................   1982     43,200      100.0         187          0.04                4.33
1507 Lancer Drive................   1995     32,700      100.0         139          0.03                4.25
1510 Lancer Drive................   1998     88,000      100.0         370          0.08                4.20
1256 North Church................   1984     63,495       49.9         319          0.07               10.07
840 North Lenola.................   1995     38,300      100.0         272          0.06                7.10
844 North Lenola.................   1995     28,670      100.0         213          0.04                7.43
30 Twosome Drive.................   1997     39,675      100.0         223          0.05                5.62
40 Twosome Drive.................   1996     40,265       63.1         196          0.04                7.71
50 Twosome Drive.................   1997     34,075      100.0         269          0.06                7.89
WEST DEPTFORD
1451 Metropolitan Drive..........   1996     21,600      100.0         149          0.03                6.90

MERCER COUNTY, NEW JERSEY
HAMILTON TOWNSHIP
100 Horizon Drive................   1989     13,275        0.0          13          0.00                0.00
200 Horizon Drive................   1991     45,770      100.0         446          0.09                9.74
300 Horizon Drive................   1989     69,780       73.8         826          0.17               16.04
500 Horizon Drive................   1990     41,205       57.8         313          0.06               13.14

MONMOUTH COUNTY, NEW JERSEY
WALL TOWNSHIP
1325 Campus Parkway..............   1988     35,000      100.0         261          0.05                7.46
1340 Campus Parkway..............   1992     72,502       94.6         793          0.16               11.56
1345 Campus Parkway..............   1995     76,300      100.0         707          0.14                9.27
1433 Highway 34..................   1985     69,020       79.1         445          0.09                8.15
1320 Wyckoff Avenue..............   1986     20,336      100.0          47          0.01                2.31
1324 Wyckoff Avenue..............   1987     21,168      100.0         188          0.04                8.88

PASSAIC COUNTY, NEW JERSEY
TOTOWA
1 Center Court...................   1999     38,961       37.8         144          0.03                9.78
2 Center Court...................   1998     30,600       99.3         349          0.07               11.49
11 Commerce Way..................   1989     47,025      100.0         476          0.10               10.12
20 Commerce Way..................   1992     42,540      100.0         412          0.08                9.69
29 Commerce Way..................   1990     48,930      100.0         482          0.10                9.85
40 Commerce Way..................   1987     50,576      100.0         560          0.11               11.07
45 Commerce Way..................   1992     51,207      100.0         483          0.10                9.43
60 Commerce Way..................   1988     50,333       84.3         348          0.07                8.20
80 Commerce Way..................   1996     22,500      100.0         286          0.06               12.71

</TABLE>


                                       56

<PAGE>

                                PROPERTY LISTING

                             OFFICE/FLEX PROPERTIES
                                   (CONTINUED)

<TABLE>
<CAPTION>

                                                                                 Percentage of
                                                      Percentage                 Total Office,
                                               Net      Leased      Annual       Office/flex,          Average
                                            Rentable     as of       Base       and Industrial/       Base Rent
Property                            Year      Area      6/30/00      Rent          Warehouse         Per Sq. Ft.
Location                           Built    (Sq. Ft.)   (%) (1)  ($000'S) (2)   Base Rent (%)        ($) (3) (5)
-----------------------------------------------------------------------------------------------------------------
<S>                                 <C>   <C>            <C>        <C>             <C>                <C>
100 Commerce Way.................   1996     24,600      100.0         285          0.06               11.59
120 Commerce Way.................   1994      9,024      100.0          92          0.02               10.20
140 Commerce Way.................   1994     26,881       99.5         278          0.06               10.39

-----------------------------------------------------------------------------------------------------------------
TOTAL NEW JERSEY OFFICE/FLEX              1,943,593       88.2      14,177          2.92                8.27
-----------------------------------------------------------------------------------------------------------------

WESTCHESTER COUNTY, NEW YORK
ELMSFORD
11 Clearbrook Road...............   1974     31,800      100.0         334          0.07               10.50
75 Clearbrook Road...............   1990     32,720      100.0         816          0.17               24.94
150 Clearbrook Road..............   1975     74,900      100.0       1,049          0.21               14.01
175 Clearbrook Road..............   1973     98,900       98.5       1,441          0.29               14.79
200 Clearbrook Road..............   1974     94,000       99.8       1,184          0.24               12.62
250 Clearbrook Road..............   1973    155,000       94.5       1,277          0.26                8.72
50 Executive Boulevard...........   1969     45,200       97.2         384          0.08                8.74
77 Executive Boulevard...........   1977     13,000      100.0         166          0.03               12.77
85 Executive Boulevard...........   1968     31,000       99.4         407          0.08               13.21
300 Executive Boulevard..........   1970     60,000       99.7         581          0.12                9.71
350 Executive Boulevard..........   1970     15,400       98.8         243          0.05               15.97
399 Executive Boulevard..........   1962     80,000      100.0         967          0.20               12.09
400 Executive Boulevard..........   1970     42,200      100.0         618          0.13               14.64
500 Executive Boulevard..........   1970     41,600      100.0         574          0.12               13.80
525 Executive Boulevard..........   1972     61,700      100.0         837          0.17               13.57
1 Westchester Plaza..............   1967     25,000      100.0         294          0.06               11.76
2 Westchester Plaza..............   1968     25,000      100.0         447          0.09               17.88
3 Westchester Plaza..............   1969     93,500       98.5       1,117          0.23               12.13
4 Westchester Plaza..............   1969     44,700       99.8         629          0.13               14.10
5 Westchester Plaza..............   1969     20,000      100.0         291          0.06               14.55
6 Westchester Plaza..............   1968     20,000      100.0         301          0.06               15.05
7 Westchester Plaza..............   1972     46,200      100.0         650          0.13               14.07
8 Westchester Plaza..............   1971     67,200      100.0         866          0.18               12.89
HAWTHORNE
200 Saw Mill River Road..........   1965     51,100       88.8         623          0.13               13.73
4 Skyline Drive..................   1987     80,600      100.0       1,246          0.25               15.46
8 Skyline Drive..................   1985     50,000       98.9         797          0.16               16.12
10 Skyline Drive.................   1985     20,000      100.0         283          0.06               14.15
11 Skyline Drive.................   1989     45,000      100.0         683          0.14               15.18
12 Skyline Drive (4).............   1999     46,850      100.0         733          0.15               15.65
15 Skyline Drive.................   1989     55,000      100.0         972          0.20               17.67
YONKERS
100 Corporate Boulevard..........   1987     78,000       98.2       1,269          0.26               16.57
200 Corporate Boulevard South....   1990     84,000       99.8       1,383          0.28               16.50
4 Executive Plaza................   1986     80,000       99.9       1,033          0.21               12.93
6 Executive Plaza................   1987     80,000      100.0       1,025          0.21               12.81
1 Odell Plaza....................   1980    106,000      100.0       1,309          0.27               12.35
5 Odell Plaza....................   1983     38,400       99.6         504          0.10               13.18
7 Odell Plaza....................   1984     42,600       99.6         665          0.14               15.67

-----------------------------------------------------------------------------------------------------------------
TOTAL NEW YORK OFFICE/FLEX                2,076,570       99.0      27,998          5.72               13.63
-----------------------------------------------------------------------------------------------------------------

</TABLE>

                                       57

<PAGE>

                                PROPERTY LISTING

                             OFFICE/FLEX PROPERTIES
                                   (CONTINUED)

<TABLE>
<CAPTION>

                                                                                 Percentage of
                                                      Percentage                 Total Office,
                                               Net      Leased      Annual       Office/flex,          Average
                                            Rentable     as of       Base       and Industrial/       Base Rent
Property                            Year      Area      6/30/00      Rent          Warehouse         Per Sq. Ft.
Location                           Built    (Sq. Ft.)   (%) (1)  ($000'S) (2)   Base Rent (%)        ($) (3) (5)
-----------------------------------------------------------------------------------------------------------------
<S>                                 <C>   <C>            <C>        <C>             <C>                <C>
FAIRFIELD COUNTY, CONNECTICUT
STAMFORD
419 West Avenue..................   1986     88,000       96.8       1,431          0.29               16.80
500 West Avenue..................   1988     25,000      100.0         361          0.07               14.44
550 West Avenue..................   1990     54,000      100.0         779          0.16               14.43
600 West Avenue (4)..............   1999     66,000      100.0         623          0.13                9.43
650 West Avenue..................   1998     40,000      100.0         632          0.13               15.80

-----------------------------------------------------------------------------------------------------------------
TOTAL CONNECTICUT OFFICE/FLEX               273,000       99.0       3,826          0.78               14.16
-----------------------------------------------------------------------------------------------------------------

TOTAL OFFICE/FLEX PROPERTIES              4,293,163       94.1      46,001          9.42               11.39
==================================================================================================================

</TABLE>


                                       58

<PAGE>

                                PROPERTY LISTING

                         INDUSTRIAL/WAREHOUSE PROPERTIES

<TABLE>
<CAPTION>

                                                                                 Percentage of
                                                      Percentage                 Total Office,
                                               Net      Leased      Annual       Office/flex,          Average
                                            Rentable     as of       Base       and Industrial/       Base Rent
Property                            Year      Area      6/30/00      Rent          Warehouse         Per Sq. Ft.
Location                           Built    (Sq. Ft.)   (%) (1)  ($000'S) (2)   Base Rent (%)        ($) (3) (5)
-----------------------------------------------------------------------------------------------------------------
<S>                                 <C>     <C>          <C>         <C>            <C>                <C>
WESTCHESTER COUNTY, NEW YORK
ELMSFORD
1 Warehouse Lane.................   1957      6,600      100.0          57          0.01                8.64
2 Warehouse Lane.................   1957     10,900      100.0         113          0.02               10.37
3 Warehouse Lane.................   1957     77,200      100.0         290          0.06                3.76
4 Warehouse Lane.................   1957    195,500       97.4       1,938          0.40               10.18
5 Warehouse Lane.................   1957     75,100       97.1         725          0.15                9.94
6 Warehouse Lane.................   1982     22,100      100.0         514          0.10               23.26

-----------------------------------------------------------------------------------------------------------------
TOTAL INDUSTRIAL/WAREHOUSE PROPERTIES       387,400       98.1       3,637          0.74                9.57
-----------------------------------------------------------------------------------------------------------------

TOTAL OFFICE, OFFICE/FLEX,
  AND INDUSTRIAL/WAREHOUSE
  PROPERTIES                             26,847,591       96.9     488,722        100.00               18.79
=================================================================================================================

</TABLE>

(1)  Based on all leases in effect as of June 30, 2000.
(2)  Total base rent for 12 months ended June 30, 2000, determined in accordance
     with GAAP. Substantially all of the leases provide for annual base rents
     plus recoveries and escalation charges based upon the tenant's
     proportionate share of and/or increases in real estate taxes and certain
     operating costs, as defined, and the pass through of charges for electrical
     usage. For those properties acquired or placed in service during the 12
     months ended June 30, 2000, amounts are annualized, as per Note 4.
(3)  Base rent for the 12 months ended June 30, 2000 divided by net rentable
     square feet leased at June 30, 2000. For those properties acquired or
     placed in service during 12 months ended June 30, 2000, amounts are
     annualized, as per Note 4.
(4)  As this property was acquired or placed in service during the 12 months
     ended June 30, 2000, the amounts represented for base rent are annualized.
     These annualized amounts may not be indicative of the property's results
     had the Operating Partnership owned or placed such property in service for
     the entire 12 months ended June 30, 2000.
(5)  Excludes office space leased by the Operating Partnership.
(6)  The property was sold by the Operating Partnership in 1999.
(7)  The property was sold by the Operating Partnership in 2000.


                                       59

<PAGE>

FUNDS FROM OPERATIONS

The Operating Partnership considers funds from operations ("FFO"), after
adjustment for straight-lining of rents and non-recurring charges, one measure
of REIT performance. Funds from operations is defined as net income (loss)
before distributions to preferred unitholders, computed in accordance with GAAP,
excluding gains (or losses) from debt restructuring, other extraordinary items,
and sales of depreciable rental property, plus real estate-related depreciation
and amortization. Funds from operations should not be considered as an
alternative to net income as an indication of the Operating Partnership's
performance or to cash flows as a measure of liquidity. Funds from operations
presented herein is not necessarily comparable to funds from operations
presented by other real estate companies due to the fact that not all real
estate companies use the same definition. However, the Operating Partnership's
funds from operations is comparable to the funds from operations of real estate
companies that use the current definition of the National Association of Real
Estate Investment Trusts ("NAREIT"), after the adjustment for straight-lining of
rents and non-recurring charges.

Funds from operations for the three and six month periods ended June 30, 2000
and 1999 as calculated in accordance with NAREIT's definition as published in
October 1999, after adjustment for straight-lining of rents and non-recurring
charges, are summarized in the following table (IN THOUSANDS):

<TABLE>
<CAPTION>

                                                            Three Months              Six Months
                                                            Ended June 30,           Ended June 30,
                                                         2000           1999       2000          1999
-------------------------------------------------------------------------------------------------------
<S>                                                   <C>          <C>          <C>          <C>
     Income before gain on sales of rental property
         and minority interest                        $  40,153    $  25,321    $  85,586    $  66,134
     Add: Real estate-related depreciation and
              amortization (1)                           23,434       22,769       46,152       45,720
          Gain on sale of land                             --           --          2,248         --
          Non-recurring charges                           9,228       16,458        9,228       16,458
     Deduct: Rental income adjustment for
                straight-lining of rents (2)             (3,400)      (3,833)      (5,590)      (7,378)
                Minority interest in consolidated
                partially-owned properties               (2,982)        --         (5,072)        --
-------------------------------------------------------------------------------------------------------
     Funds from operations, after adjustment
         for straight-lining of rents and
         non-recurring charges                        $  66,433    $  60,715    $ 132,552    $ 120,934
     Deduct: Distributions to preferred unitholders      (3,765)      (3,869)      (7,634)      (7,738)
-------------------------------------------------------------------------------------------------------
     Funds from operations, after adjustment for
         straight-lining of rents and non-recurring
         charges, after distributions to
         preferred unitholders                        $  62,668    $  56,846    $ 124,918    $ 113,196
=======================================================================================================
     Cash flows provided by operating activities                                $ 120,576    $ 110,008
     Cash flows provided by (used in)
         investing activities                                                   $  62,329    $ (90,548)
     Cash flows used in financing activities                                    $(181,041)   $ (13,750)
-------------------------------------------------------------------------------------------------------
     Basic weighted average units outstanding (3)        66,627       67,173       66,527       67,092
-------------------------------------------------------------------------------------------------------
     Diluted weighted average units outstanding (3)      73,284       74,104       73,237       74,040
-------------------------------------------------------------------------------------------------------

</TABLE>

(1)  Includes the Operating Partnership's share from unconsolidated joint
     ventures of $686 and $509 for the three months ended June 30, 2000 and
     1999, respectively, and $1,420 and $1,610 for the six months ended June 30,
     2000 and 1999, respectively.
(2)  Includes the Operating Partnership's share from unconsolidated joint
     ventures of ($3) and ($26) for the three months ended June 30, 2000 and
     1999, respectively, and $54 and ($44) for the six months ended June 30,
     2000 and 1999, respectively.
(3)  See calculations for the amounts presented in the following reconciliation.


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<PAGE>

The following schedule reconciles the Operating Partnership's basic weighted
average units to the diluted weighted average units presented above:

<TABLE>
<CAPTION>

                                                                 Three Months                  Six Months
                                                                Ended June 30,               Ended June 30,
                                                              2000          1999            2000          1999
------------------------------------------------------------------------------------------------------------------
<S>                                                         <C>             <C>            <C>            <C>
Basic weighted average units:                               66,627          67,173         66,527         67,092
Add: Weighted average preferred units                        6,457           6,618          6,537          6,655
         (after conversion to common units)
Stock options                                                  200             313            173            293
------------------------------------------------------------------------------------------------------------------
Diluted weighted average units:                             73,284          74,104         73,237         74,040
==================================================================================================================

</TABLE>

INFLATION

The Operating Partnership's leases with the majority of its tenants provide for
recoveries and escalation charges based upon the tenant's proportionate share
of, and/or increases in, real estate taxes and certain operating costs, which
reduce the Operating Partnership's exposure to increases in operating costs
resulting from inflation.


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<PAGE>

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Approximately $1.2 billion of the Operating Partnership's long-term debt bears
interest at fixed rates, and therefore the fair value of these instruments is
affected by changes in the market interest rates. The following table presents
principal cash flows (in thousands) based upon maturity dates of the debt
obligations and the related weighted-average interest rates by expected maturity
dates for the fixed rate debt. The interest rate on the variable rate debt as of
June 30, 2000 ranged from LIBOR plus 65 basis points to LIBOR plus 80 basis
points.

<TABLE>
<CAPTION>

JUNE 30, 2000

Long-term
Debt, Including      7/1/00-                                                                                Fair
Current Portion      12/31/00     2001       2002       2003       2004      Thereafter        Total        Value
----------------     --------     ----       ----       ----       ----      ----------        -----        -----
<S>                  <C>        <C>        <C>      <C>        <C>            <C>          <C>           <C>
Fixed Rate.....      $7,124     $7,468     $3,458   $195,612   $312,195       $713,512     $1,239,369    $1,184,442
Average Interest
    Rate.......        6.93%      7.44%      8.20%      7.30%      7.34%          7.19%          7.24%

Variable Rate..                                     $215,730                  $ 32,178     $  247,908    $  247,908

</TABLE>


                                       62

<PAGE>

                             MACK-CALI REALTY, L.P.

                           PART II - OTHER INFORMATION

Item 1.       LEGAL PROCEEDINGS

              Reference is made to "Other" in Note 15 (Commitments and
              Contingencies) to the Consolidated Financial Statements, which is
              specifically incorporated by reference herein.

Item 2.       CHANGES IN SECURITIES AND USE OF PROCEEDS

              Not Applicable.

Item 3.       DEFAULTS UPON SENIOR SECURITIES

              Not Applicable.

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

              Not Applicable.

Item 5.       OTHER INFORMATION

              Not Applicable.


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<PAGE>

                             MACK-CALI REALTY, L.P.

                     PART II - OTHER INFORMATION (CONTINUED)

                                ITEM 6 - EXHIBITS

(a)      Exhibits

         The following exhibits are filed herewith or are incorporated by
reference to exhibits previously filed:

EXHIBIT

NUMBER            EXHIBIT TITLE

2.1               Agreement and Plan of Merger, dated as of June 27, 2000, among
                  Mack-Cali Realty Corporation, Mack-Cali Realty L.P., Prentiss
                  Properties Trust and Prentiss Properties Acquisition Partners,
                  L.P. (filed as Exhibit 2.1 to the Operating Partnership's
                  Form 8-K dated June 27, 2000).

3.1               Restated Charter of Mack-Cali Realty Corporation dated June 2,
                  1999, together with Articles Supplementary thereto (filed as
                  Exhibit 3.1 to the General Partner's Form 8-K dated June 10,
                  1999 and as Exhibit 4.2 to the Operating Partnership's Form
                  8-K dated July 6, 1999 and each incorporated herein by
                  reference).

3.2               Amended and Restated Bylaws of Mack-Cali Realty Corporation
                  dated June 10, 1999 (filed as Exhibit 3.2 to the General
                  Partner's Form 8-K dated June 10, 1999 and incorporated herein
                  by reference).

3.3               Second Amended and Restated Agreement of Limited Partnership
                  dated December 11, 1997, for Mack-Cali Realty, L.P. (filed as
                  Exhibit 10.110 to the General Partner's Form 8-K dated
                  December 11, 1997 and incorporated herein by reference).

3.4               Amendment No. 1 to the Second Amended and Restated Agreement
                  of Limited Partnership of Mack-Cali Realty, L.P. (filed as
                  Exhibit 3.1 to the General Partner's and the Operating
                  Partnership's Registration Statement on Form S-3, Registration
                  No. 333-57103, and incorporated herein by reference).

3.5               Second Amendment to the Second Amended and Restated Agreement
                  of Limited Partnership of Mack-Cali Realty, L.P. (filed as
                  Exhibit 10.2 to the Operating Partnership's Form 8-K dated
                  July 6, 1999 and incorporated herein by reference).

4.1               Amended and Restated Shareholder Rights Agreement, dated as of
                  March 7, 2000, between Mack-Cali Realty Corporation and
                  Equiserve Trust Company, N.A., as Rights Agent (filed as
                  Exhibit 4.1 to the Operating Partnership's Form 8-K dated
                  March 7, 2000 and incorporated herein by reference).

4.2               Amendment No. 1 to the Amended and Restated Shareholder Rights
                  Agreement, dated as of June 27, 2000, by and among Mack-Cali
                  Realty Corporation and Equiserve Trust Company, N.A. (filed as
                  Exhibit 4.1 to the Operating Partnership's Form 8-K dated
                  June 27, 2000).

4.3               Indenture dated as of March 16, 1999, by and among Mack-Cali
                  Realty, L.P., as issuer, Mack-Cali Realty Corporation, as
                  guarantor, and Wilmington Trust Company, as trustee (filed as
                  Exhibit 4.1 to the Operating Partnership's Form 8-K dated
                  March 16, 1999 and incorporated herein by reference).


                                       64

<PAGE>


EXHIBIT
NUMBER            EXHIBIT TITLE

4.4               Supplemental Indenture No. 1 dated as of March 16, 1999, by
                  and among Mack-Cali Realty, L.P., as issuer, and Wilmington
                  Trust Company, as trustee (filed as Exhibit 4.2 to the
                  Operating Partnership's Form 8-K dated March 16, 1999 and
                  incorporated herein by reference).

4.5               Supplemental Indenture No. 2 dated as of August 2, 1999, by
                  and among Mack-Cali Realty, L.P., as issuer, and Wilmington
                  Trust Company, as trustee (filed as Exhibit 4.4 to the
                  Operating Partnership's Form 10-Q dated June 30, 1999 and
                  incorporated herein by reference).

10.1              Amended and Restated Employment Agreement dated as of July 1,
                  1999 between Mitchell E. Hersh and Mack-Cali Realty
                  Corporation (filed as Exhibit 10.2 to the Operating
                  Partnership's Form 10-Q dated June 30, 1999 and incorporated
                  herein by reference).

10.2              Second Amended and Restated Employment Agreement dated as of
                  July 1, 1999 between Timothy M. Jones and Mack-Cali Realty
                  Corporation (filed as Exhibit 10.3 to the Operating
                  Partnership's Form 10-Q dated June 30, 1999 and incorporated
                  herein by reference).

10.3              Amended and Restated Employment Agreement dated as of July 1,
                  1999 between John R. Cali and Mack-Cali Realty Corporation
                  (filed as Exhibit 10.4 to the Operating Partnership's Form
                  10-Q dated June 30, 1999 and incorporated herein by
                  reference).

10.4              Amended and Restated Employment Agreement dated as of July 1,
                  1999 between Brant Cali and Mack-Cali Realty Corporation
                  (filed as Exhibit 10.5 to the Operating Partnership's Form
                  10-Q dated June 30, 1999 and incorporated herein by
                  reference).

10.5              Second Amended and Restated Employment Agreement dated as of
                  July 1, 1999 between Barry Lefkowitz and Mack-Cali Realty
                  Corporation (filed as Exhibit 10.6 to the Operating
                  Partnership's Form 10-Q dated June 30, 1999 and incorporated
                  herein by reference).

10.6              Second Amended and Restated Employment Agreement dated as of
                  July 1, 1999 between Roger W. Thomas and Mack-Cali Realty
                  Corporation (filed as Exhibit 10.7 to the Operating
                  Partnership's Form 10-Q dated June 30, 1999 and incorporated
                  herein by reference).

10.7              Restricted Share Award Agreement dated as of July 1, 1999
                  between Mitchell E. Hersh and Mack-Cali Realty Corporation
                  (filed as Exhibit 10.8 to the Operating Partnership's Form
                  10-Q dated June 30, 1999 and incorporated herein by
                  reference).

10.8              Restricted Share Award Agreement dated as of July 1, 1999
                  between Timothy M. Jones and Mack-Cali Realty Corporation
                  (filed as Exhibit 10.9 to the Operating Partnership's Form
                  10-Q dated June 30, 1999 and incorporated herein by
                  reference).

10.9              Restricted Share Award Agreement dated as of July 1, 1999
                  between John R. Cali and Mack-Cali Realty Corporation (filed
                  as Exhibit 10.10 to the Operating Partnership's Form 10-Q
                  dated June 30, 1999 and incorporated herein by reference).

10.10             Restricted Share Award Agreement dated as of July 1, 1999
                  between Brant Cali and Mack-Cali Realty Corporation (filed as
                  Exhibit 10.11 to the Operating Partnership's Form 10-Q dated
                  June 30, 1999 and incorporated herein by reference).

10.11             Restricted Share Award Agreement dated as of July 1, 1999
                  between Barry Lefkowitz and Mack-Cali Realty Corporation
                  (filed as Exhibit 10.12 to the Operating Partnership's Form
                  10-Q dated June 30, 1999 and incorporated herein by
                  reference).


                                       65

<PAGE>

EXHIBIT
NUMBER            EXHIBIT TITLE

10.12             Restricted Share Award Agreement dated as of July 1, 1999
                  between Roger W. Thomas and Mack-Cali Realty Corporation
                  (filed as Exhibit 10.13 to the Operating Partnership's Form
                  10-Q dated June 30, 1999 and incorporated herein by
                  reference).

10.13             Credit Agreement, dated as of December 10, 1997, by and among
                  Cali Realty, L.P. and the other signatories thereto (filed as
                  Exhibit 10.122 to the General Partner's Form 8-K dated
                  December 11, 1997 and incorporated herein by reference).

10.14             Amendment No. 1 to Revolving Credit Agreement dated July 20,
                  1998, by and among Mack-Cali Realty, L.P. and The Chase
                  Manhattan Bank, Fleet National Bank and Other Lenders Which
                  May Become Parties Thereto (filed as Exhibit 10.5 to the
                  Operating Partnership's Form 10-K dated December 31, 1998 and
                  incorporated herein by reference).

10.15             Amendment No. 2 to Revolving Credit Agreement dated December
                  30, 1998, by and among Mack-Cali Realty, L.P. and The Chase
                  Manhattan Bank, Fleet National Bank and Other Lenders Which
                  May Become Parties Thereto (filed as Exhibit 10.6 to the
                  Operating Partnership's Form 10-K dated December 31, 1998 and
                  incorporated herein by reference).

10.16             Contribution and Exchange Agreement among The MK Contributors,
                  The MK Entities, The Patriot Contributors, The Patriot
                  Entities, Patriot American Management and Leasing Corp., Cali
                  Realty, L.P. and Cali Realty Corporation, dated September 18,
                  1997 (filed as Exhibit 10.98 to the General Partner's Form 8-K
                  dated September 19, 1997 and incorporated herein by
                  reference).

10.17             First Amendment to Contribution and Exchange Agreement, dated
                  as of December 11, 1997, by and among the Company and the Mack
                  Group (filed as Exhibit 10.99 to the General Partner's Form
                  8-K dated December 11, 1997 and incorporated herein by
                  reference).


*27               Financial Data Schedule

(b)  Reports on Form 8-K

The Operating Partnership did not file any current reports on Form 8-K during
the quarter ended June 30, 2000.

----------
*filed herewith


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<PAGE>

                             MACK-CALI REALTY, L.P.

                                   SIGNATURES

Pursuant to the requirements 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.

                                            MACK-CALI REALTY, L.P.
                                            -------------------------------
                                            (Registrant)

                                            By: Mack-Cali Realty Corporation,
                                                as its General Partner

Date:  August 14, 2000                      /s/ MITCHELL E. HERSH
                                            -------------------------------
                                            Mitchell E. Hersh
                                            Chief Executive Officer

Date:  August 14, 2000                      /s/ BARRY LEFKOWITZ
                                            -------------------------------
                                            Barry Lefkowitz
                                            Executive Vice President &
                                             Chief Financial Officer


                                       67