<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 March 31, 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

         Item 1.  Financial Statements:

<S>                                                                                     <C>
                  Consolidated Balance Sheets as of March 31, 2000
                      and December 31, 1999 .................................           4

                  Consolidated Statements of Operations for the three months
                      ended March 31, 2000 and 1999 .........................           5

                  Consolidated Statement of Changes in Partners' Capital
                      for the three months ended March 31, 2000 .............           6

                  Consolidated Statements of Cash Flows for the three months
                      ended March 31, 2000 and 1999 .........................           7

                  Notes to Consolidated Financial Statements ................           8

         Item 2.  Management's Discussion and Analysis of Financial Condition
                      and Results of Operations .............................          30

         Item 3.  Quantitative and Qualitative Disclosures about Market Risk           55

PART II  OTHER INFORMATION AND SIGNATURES

         Item 1.  Legal Proceedings .........................................          56

         Item 2.  Changes in Securities and Use of Proceeds .................          56

         Item 3.  Defaults Upon Senior Securities ...........................          56

         Item 4.  Submission of Matters to a Vote of Security Holders .......          56

         Item 5.  Other Information .........................................          56

         Item 6.  Exhibits ..................................................          57

                  Signatures ................................................          60
</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 the Operating Partnership'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 months ended March 31, 2000 are
         not necessarily indicative of the results to be expected for the entire
         fiscal year or any other period.


                                       3
<PAGE>

<TABLE>
<CAPTION>

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

                                                                             March 31,     December 31,
ASSETS                                                                         2000            1999
-------------------------------------------------------------------------------------------------------
<S>                                                                         <C>             <C>
Rental property
    Land and leasehold interests                                            $   552,893     $   549,096
    Buildings and improvements                                                3,041,833       3,014,532
    Tenant improvements                                                          91,788          85,057
    Furniture, fixtures and equipment                                             6,200           6,160
-------------------------------------------------------------------------------------------------------
                                                                              3,692,714       3,654,845
Less - accumulated depreciation and amortization                               (277,065)       (256,629)
-------------------------------------------------------------------------------------------------------
    Total rental property                                                     3,415,649       3,398,216
Cash and cash equivalents                                                         6,174           8,671
Investments in unconsolidated joint ventures                                     91,497          89,134
Unbilled rents receivable                                                        55,386          53,253
Deferred charges and other assets, net                                           66,805          66,436
Restricted cash                                                                   6,390           7,081
Accounts receivable, net of allowance for doubtful accounts
    of $679 and $672                                                              8,855           6,810
-------------------------------------------------------------------------------------------------------

Total assets                                                                $ 3,650,756     $ 3,629,601
=======================================================================================================

LIABILITIES AND PARTNERS' CAPITAL
-------------------------------------------------------------------------------------------------------
Senior unsecured notes                                                      $   782,863     $   782,785
Revolving credit facilities                                                     216,208         177,000
Mortgages and loans payable                                                     529,432         530,390
Distributions payable                                                            42,501          42,499
Accounts payable and accrued expenses                                            50,674          63,394
Rents received in advance and security deposits                                  38,395          36,150
Accrued interest payable                                                          5,630          16,626
-------------------------------------------------------------------------------------------------------
    Total liabilities                                                         1,665,703       1,648,844
-------------------------------------------------------------------------------------------------------


Minority interest in consolidated partially-owned properties                     84,497          83,600

Commitments and contingencies

PARTNERS CAPITAL:
    Preferred units, 229,304 and 229,304 units outstanding                      235,200         235,200
    General partner, 58,489,135 and 58,446,552 common units outstanding       1,445,839       1,441,882
    Limited partners, 8,116,827 and 8,153,710 common units outstanding          210,993         211,551
    Unit warrants, 2,000,000 and 2,000,000 outstanding                            8,524           8,524
-------------------------------------------------------------------------------------------------------
    Total partners' capital                                                   1,900,556       1,897,157
-------------------------------------------------------------------------------------------------------

Total liabilities and partners' capital                                     $ 3,650,756     $ 3,629,601
=======================================================================================================
</TABLE>


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


                                       4
<PAGE>

<TABLE>
<CAPTION>

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

                                                                Three Months Ended March 31,
REVENUES                                                            2000           1999
--------------------------------------------------------------------------------------------
<S>                                                              <C>            <C>
Base rents                                                       $ 121,598      $ 116,080
Escalations and recoveries from tenants                             16,668         14,860
Parking and other                                                    3,322          3,900
Equity in earnings (loss) of unconsolidated joint ventures           1,137           (206)
Interest income                                                        254            255
--------------------------------------------------------------------------------------------
    Total revenues                                                 142,979        134,889
--------------------------------------------------------------------------------------------

EXPENSES
--------------------------------------------------------------------------------------------
Real estate taxes                                                   14,704         13,843
Utilities                                                           10,379          9,592
Operating services                                                  17,742         17,087
General and administrative                                           6,113          7,963
Depreciation and amortization                                       22,182         21,969
Interest expense                                                    26,426         23,622
--------------------------------------------------------------------------------------------
    Total expenses                                                  97,546         94,076
--------------------------------------------------------------------------------------------
Income before gain on sale of land and minority interest            45,433         40,813
Gain on sale of land                                                 2,248             --
--------------------------------------------------------------------------------------------
Income before minority interest                                     47,681         40,813
Minority interest in consolidated partially-owned properties         2,090             --
--------------------------------------------------------------------------------------------
Net income                                                          45,591         40,813
Preferred unit distributions                                        (3,869)        (3,869)
--------------------------------------------------------------------------------------------

Net income available to common unitholders                       $  41,722      $  36,944
============================================================================================

Basic earnings per unit                                          $    0.63      $    0.55

Diluted earnings per unit                                        $    0.62      $    0.55
--------------------------------------------------------------------------------------------

Distributions declared per common unit                           $    0.58      $    0.55
--------------------------------------------------------------------------------------------

Basic weighted average units outstanding                            66,428         67,011

Diluted weighted average units outstanding                          73,191         67,283
--------------------------------------------------------------------------------------------
</TABLE>


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


                                       5
<PAGE>


<TABLE>
<CAPTION>

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

                                                    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                                             --         --        3,869        36,615      5,107        --       45,591
  Distributions                           --             --         --       (3,869)      (33,924)    (4,708)       --      (42,501)
Redemption of limited partner
  units for shares of common stock        --             37        (37)          --           957       (957)       --           --
Contributions - proceeds from
  stock options exercised                 --              5         --           --           117         --        --          117
Deferred compensation plan
  for directors                           --             --         --           --            27         --        --           27
Amortization of stock compensation        --             --         --           --           165         --        --          165
------------------------------------------------------------------------------------------------------------------------------------

Balance at March 31, 2000                229         58,489      8,117     $235,200    $1,445,839   $210,993    $8,524   $1,900,556
====================================================================================================================================
</TABLE>



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


                                       6
<PAGE>

<TABLE>
<CAPTION>

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

                                                                  Three Months Ended March 31,
CASH FLOWS FROM OPERATING ACTIVITIES                                    2000            1999
----------------------------------------------------------------------------------------------
<S>                                                                  <C>            <C>
Net income                                                           $  45,591      $  40,813
Adjustments to reconcile net income to net cash
  provided by operating activities:
    Depreciation and amortization                                       22,182         21,969
    Amortization of stock compensation                                     165             --
    Amortization of deferred financing costs and debt discount             901            601
    Equity in (earnings) loss of unconsolidated joint ventures          (1,137)           206
    Gain on sale of land                                                (2,248)            --
    Minority interest in consolidated partially-owned properties         2,090             --
Changes in operating assets and liabilities:
    Increase in unbilled rents receivable                               (2,133)        (3,538)
    Increase in deferred charges and other assets, net                  (2,857)        (1,866)
    Increase in accounts receivable, net                                (2,045)        (2,846)
    (Decrease) increase in accounts payable and accrued expenses       (12,720)           148
    Increase in rents received in advance and security deposits          2,245          2,575
    (Decrease) increase in accrued interest payable                    (10,996)         1,592
----------------------------------------------------------------------------------------------

  Net cash provided by operating activities                          $  39,038      $  59,654
==============================================================================================

CASH FLOWS FROM INVESTING ACTIVITIES
----------------------------------------------------------------------------------------------
Additions to rental property                                         $ (39,801)     $ (21,673)
Investments in unconsolidated joint ventures                            (2,625)       (22,474)
Distributions from unconsolidated joint ventures                         1,299          1,040
Proceeds from sale of land                                               4,179             --
Decrease (increase) in restricted cash                                     691           (352)
----------------------------------------------------------------------------------------------
  Net cash used in investing activities                              $ (36,257)     $ (43,459)
==============================================================================================

CASH FLOWS FROM FINANCING ACTIVITIES
----------------------------------------------------------------------------------------------
Proceeds from senior unsecured notes                                 $      --      $ 597,252
Proceeds from revolving credit facilities                               67,876         40,900
Proceeds from mortgages and loans payable                                   --         45,500
Repayments of revolving credit facilities                              (28,668)      (601,900)
Repayments of mortgages and loans payable                                 (869)       (44,932)
Distributions from consolidated partially-owned properties              (1,193)            --
Repurchase of general partner units                                         --           (713)
Payment of financing costs                                                 (42)        (5,574)
Proceeds from stock options exercised                                      117            433
Payment of distributions                                               (42,499)       (40,564)
----------------------------------------------------------------------------------------------

  Net cash used in financing activities                              $  (5,278)     $  (9,598)
==============================================================================================

Net (decrease) increase in cash and cash equivalents                 $  (2,497)     $   6,597
Cash and cash equivalents, beginning of period                       $   8,671      $   5,809
----------------------------------------------------------------------------------------------

Cash and cash equivalents, end of period                             $   6,174      $  12,406
==============================================================================================
</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 87.8 percent and 87.8
percent common unit interest in the Operating Partnership as of March 31, 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 March 31, 2000, the Operating Partnership owned or had interests in 266
properties plus developable land (collectively, the "Properties"). The
Properties aggregate approximately 29.0 million square feet, and are comprised
of 163 office buildings and 90 office/flex buildings totaling approximately 28.6
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 $131,488 and $103,977
                   as of March 31, 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 (loss) 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 (loss) 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 $601 for the three months
                   ended March 31, 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 $693 and $658 for the three months ended March
                   31, 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 March 31, 2000 represent
                   distributions payable to common unitholders of record as of
                   April 5, 2000 (66,605,962 common units), and preferred
                   distributions payable to preferred unitholders (229,304
                   preferred units) for the first quarter 2000. The first
                   quarter 2000 common unit distribution of $0.58 per common
                   unit as well as the first quarter preferred unit distribution
                   of $16.875 per preferred unit, were approved by the Board of
                   Directors of the General Partner on March 20, 2000 and paid
                   on April 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 for the Corporation's stock option plans. See Note
                   11.

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


3.      ACQUISITIONS/TRANSACTIONS

2000 TRANSACTIONS
ACQUISITIONS
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.

On March 24, 2000, the Operating Partnership acquired 2 Executive Drive, a
60,800 square-foot office/flex building located in Moorestown, Burlington
County, New Jersey, through the exercise of a purchase option obtained in the
initial acquisition of the McGarvey portfolio in January 1998. The building was
acquired for approximately $3,985.

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 its property at 95 Christopher
Columbus Drive, located in Jersey City, Hudson County, New Jersey, for
approximately $152,500.

On April 20, 2000, the Operating Partnership sold Atrium at Coulter Ridge,
located in Amarillo, Potter County, Texas, for approximately $1,600.



                                       11
<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(a)
------------------------------------------------------------------------------------------------------------------------------------
OFFICE
<S>            <C>                                    <C>                                          <C>     <C>          <C>
3/05/99        Pacifica Portfolio - Phase III (b)     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 (c)     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(a)
------------------------------------------------------------------------------------------------------------------------------------
OFFICE
<S>            <C>                                    <C>                                           <C>      <C>        <C>
8/09/99        2115 Linwood Avenue                    Fort Lee, Bergen County, NJ                   1         68,000     $   8,147
11/01/99       795 Folsom Street (d)                  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 (e)                    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 (f)       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>



SEE FOOTNOTES ON SUBSEQUENT PAGE.



                                       12
<PAGE>

(a)       Unless otherwise noted, transactions were funded by the Operating
          Partnership with funds primarily made available through draws on the
          Operating Partnership's credit facilities.
(b)       William L. Mack, a current member 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.
(c)       The properties were acquired through the exercise of a purchase option
          obtained in the initial acquisition of the McGarvey portfolio in
          January 1998.
(d)       On June 1, 1999, the building was acquired for redevelopment for
          approximately $34,282.
(e)       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.
(f)       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.

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 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 130,000 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, Executive Vice President and Chief Operating
Officer of the Corporation and a member of the Board of Directors of the
Corporation, and certain immediate family members of John J. Cali, Chairman 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.


                                       13
<PAGE>

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 $37 and $38
in fees for such services in the three months ended March 31, 2000 and 1999,
respectively.

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 4.2 acre site located in El Segundo, Los Angeles
  County, California, acquired by the venture upon which it has constructed and
  placed in service a 237,360 square-foot office property.

  SUMMIT RIDGE
  Summit Ridge is a 7.3 acre site located in San Diego, San Diego County,
  California, acquired by the venture upon which it has constructed and placed
  in service three one-story buildings aggregating 133,750 square feet of
  office/flex space.

  LAVA RIDGE
  Lava Ridge is a 12.1 acre site located in Roseville, Placer County,
  California, acquired by the venture upon which it has constructed and placed
  in service three two-story buildings aggregating 183,200 square feet of office
  space.

  PENINSULA GATEWAY
  Peninsula Gateway is a parcel of land purchased from the City of Daly City,
  California, for future development into office space, a hotel and other retail
  establishments.

  STADIUM GATEWAY
  Stadium Gateway is a 1.5 acre site located in Anaheim, Orange County,
  California, acquired by the venture to develop a six-story office building
  aggregating 261,554 square feet.

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 $52 and $12 in fees for such services in the three months ended March
31, 2000 and 1999, respectively.


                                       14
<PAGE>

AMERICAN FINANCIAL EXCHANGE L.L.C.

On May 20, 1998, the Operating Partnership entered into a joint venture
agreement with Columbia Development Corp. 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.

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 $123 and $0
in fees for such services in the three months ended March 31, 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 March 31, 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 $30 and $30 in fees for such services in the three months
ended March 31, 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,
a current member 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 March 31, 2000, the venture held approximately $302,000 face
value of CMBS bonds at an aggregate cost of $133,000.

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 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.



                                       15
<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 March
31, 2000 and December 31, 1999:

<TABLE>
<CAPTION>

                                                                            March 31, 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              $21,563    $86,840     $13,377       $10,786      $19,385      $34,593     $     --    $186,544
   Other assets                        3,306      3,989       2,940           943        4,740        1,555      240,152     257,625
------------------------------------------------------------------------------------------------------------------------------------
   Total assets                      $24,869    $90,829     $16,317       $11,729      $24,125      $36,148     $240,152    $444,169
====================================================================================================================================

LIABILITIES AND PARTNERS'/
MEMBERS' CAPITAL:
   Mortgages and loans payable       $    --    $51,251     $44,000       $    --      $17,185      $    --     $104,693    $217,129
   Other liabilities                     470      4,681       1,372            --          834          383       36,072      43,812
   Partners'/members' capital         24,399     34,897     (29,055)       11,729        6,106       35,765       99,387     183,228
------------------------------------------------------------------------------------------------------------------------------------
   Total liabilities and
   partners'/members' capital        $24,869    $90,829     $16,317       $11,729      $24,125      $36,148     $240,152    $444,169
====================================================================================================================================
Operating Partnership's net
   investment in unconsolidated
   joint ventures                    $16,757    $24,669     $ 8,292       $11,777      $ 2,610      $ 7,498     $ 19,894    $ 91,497
-----------------------------------------------------------------------------------------------------------------------------------

<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>



                                       16
<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 months ended March 31, 2000 and 1999:

<TABLE>
<CAPTION>

                                                 Three Months Ended March 31, 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    $  1,056    $  2,712    $    250    $    978    $  1,363    $  6,544    $ 14,137
Operating and other expenses              (418)       (174)       (760)        (31)       (317)       (630)       (571)     (2,901)
Depreciation and amortization             (306)       (341)       (426)        (13)       (241)       (193)         --      (1,520)
Interest expense                            --        (327)       (875)         --        (369)         --        (769)     (2,340)
------------------------------------------------------------------------------------------------------------------------------------
Net income                            $    510    $    214    $    651    $    206    $     51    $    540    $  5,204    $  7,376
====================================================================================================================================
Operating Partnership's equity in
  earnings of unconsolidated
  joint ventures                      $    216          --    $    169    $    206    $     25    $    121    $    400    $  1,137
------------------------------------------------------------------------------------------------------------------------------------


                                                                  Three Months Ended March 31, 1999
                                  --------------------------------------------------------------------------------------------------
                                                                            American
                                                                  G&G       Financial   Ramland    Ashford                 Combined
                                  Pru-Beta 3          HPMC       Martco     Exchange    Realty      Loop       ARCap        Total
------------------------------------------------------------------------------------------------------------------------------------
Total revenues                        $  1,231          --    $  1,990    $    188          --    $    917    $    247    $  4,573
Operating and other expenses              (374)         --        (691)        (69)         --        (473)       (390)     (1,997)
Depreciation and amortization             (318)         --        (233)        (23)         --        (108)         --        (682)
Interest expense                            --          --        (710)         --          --          --         (25)       (735)
------------------------------------------------------------------------------------------------------------------------------------
Net income (loss)                     $    539          --    $    356    $     96          --    $    336    $   (168)   $  1,159
====================================================================================================================================
Operating Partnership's equity in
  earnings (loss) of unconsolidated
  joint ventures                      $    114          --    $   (366)   $     46          --    $     56    $    (56)   $   (206)
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>


5.      DEFERRED CHARGES AND OTHER ASSETS

<TABLE>
<CAPTION>

                                                             March 31,           December 31,
                                                               2000                  1999
---------------------------------------------------------------------------------------------
<S>                                                        <C>                   <C>
  Deferred leasing costs                                    $ 67,848              $ 61,623
  Deferred financing costs                                    17,174                17,143
---------------------------------------------------------------------------------------------
                                                              85,022                78,766
  Accumulated amortization                                   (22,610)              (20,197)
---------------------------------------------------------------------------------------------
  Deferred charges, net                                       62,412                58,569
  Prepaid expenses and other assets                            4,393                 7,867
---------------------------------------------------------------------------------------------

  Total deferred charges and other assets, net              $ 66,805              $ 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:


                                       17
<PAGE>

                                               March 31,   December 31,
                                                 2000          1999
--------------------------------------------------------------------------------
  Security deposits                             $6,255         $6,021
  Escrow and other reserve funds                   135          1,060
--------------------------------------------------------------------------------

  Total restricted cash                         $6,390         $7,081
================================================================================


7.      RENTAL PROPERTY HELD FOR SALE

As of March 31, 2000 and December 31, 1999, included in total rental property
are three office properties that the Operating Partnership had identified as
held for sale. The three office properties have an aggregate carrying value of
$77,829 and $77,783 as of March 31, 2000 and December 31, 1999, respectively,
and are located in Omaha, Douglas County, Nebraska; Amarillo, Potter County,
Texas; and Jersey City, Hudson County, New Jersey.

The following is a summary of the condensed results of operations of the rental
properties held for sale at March 31, 2000 for the three months ended March 31,
2000 and 1999:

                                            Three Months Ended March 31,
                                                 2000          1999
--------------------------------------------------------------------------------
Total revenues                                  $6,110         $5,955
Operating and other expenses                    (2,105)        (2,127)
Depreciation and amortization                       (5)          (854)
--------------------------------------------------------------------------------

Net income                                      $4,000         $2,974
================================================================================

The Hudson County, New Jersey and Potter County, Texas properties were sold in
April 2000 (see Note 3). There can be no assurance if and when the Douglas
County, Nebraska rental property sale 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 March 31,
2000 and December 31, 1999 is as follows:

<TABLE>
<CAPTION>

                                                         March 31,    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        299,684        299,665      7.27%
  7.25% Senior Unsecured Notes, due March 15, 2009        297,896        297,837      7.49%
----------------------------------------------------------------------------------------------

  Total Senior Unsecured Notes                           $782,863       $782,785      7.34%
==============================================================================================
</TABLE>


                                       18
<PAGE>

(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.


9.      REVOLVING CREDIT FACILITIES

UNSECURED FACILITY
The Operating Partnership has an unsecured revolving credit facility ("Unsecured
Facility") with a current borrowing capacity of $1,000,000 from a group of 28
lenders. The interest rate is based on the Operating Partnership's achievement
of investment grade unsecured debt ratings and at the Operating Partnership's
election, bears interest at either 90 basis points over London Inter-Bank
Offered Rate ("LIBOR") or the higher of the lender's prime rate or the Federal
Funds rate plus 50 basis points. The interest rate is currently LIBOR (6.13
percent at March 31, 2000) plus 90 basis points. The Unsecured Facility matures
in April 2001.

The terms of the 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 for such period, subject to certain other adjustments.
The Unsecured Facility also requires a 17.5 basis point fee on the unused
balance payable quarterly in arrears.

PRUDENTIAL FACILITY
The Operating Partnership has a revolving credit facility ("Prudential
Facility") from 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 March 30, 2001. The Prudential Facility is a recourse liability
of the Operating Partnership and is secured by the Operating Partnership's
equity interest in Harborside. 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 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 100
percent of available funds from operations 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 March 31, 2000 and December 31, 1999, the Operating Partnership had
outstanding borrowings of $216,208 and $177,000, respectively, under its
revolving credit facilities (with aggregate borrowing capacity of $1,100,000).
The total outstanding borrowings were from the Unsecured Facility, with no
outstanding borrowings under the Prudential Facility.



                                       19
<PAGE>

10.     MORTGAGES AND LOANS PAYABLE

                                           March 31,           December 31,
                                             2000                  1999
--------------------------------------------------------------------------------
Portfolio Mortgages                        $150,000             $150,000
Property Mortgages                          379,432              380,390
--------------------------------------------------------------------------------

Total mortgages and loans payable          $529,432             $530,390
================================================================================

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
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.

A summary of the Operating Partnership's property mortgages as of March 31, 2000
and December 31, 1999 is as follows:

<TABLE>
<CAPTION>

                                                                   PRINCIPAL BALANCE AT
                                                        INTEREST  MARCH 31,  DECEMBER 31,
PROPERTY NAME              LENDER                         RATE      2000        1999      MATURITY
--------------------------------------------------------------------------------------------------
<S>                        <C>                         <C>        <C>          <C>        <C>
201 Commerce Drive         Sun Life Assurance Co.        6.240%   $  1,043     $  1,059   09/01/00
3 & 5 Terri Lane           First Union National Bank     6.220%      4,424        4,434   10/31/00
101 & 225 Executive Drive  Sun Life Assurance Co.        6.270%      2,328        2,375   06/01/01
Mack-Cali Morris Plains    Corestates Bank               7.510%      2,213        2,235   12/31/01
Mack-Cali Willowbrook      CIGNA                         8.670%      9,994       10,250   10/01/03
400 Chestnut Ridge         Prudential Insurance Co.      9.440%     14,239       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%     26,397       26,604   10/01/05
500 West Putnam Avenue     New York Life Ins. Co.        6.520%     10,591       10,784   10/10/05
Harborside - Plaza I       U.S. West Pension Trust       5.610%     51,831       51,015   01/01/06
Harborside - Plaza II
  and III                  Northwestern Mutual Life Ins. 7.320%     98,169       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       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                                          $379,432     $380,390
==================================================================================================
</TABLE>


                                       20
<PAGE>

INTEREST RATE CONTRACTS
On May 24, 1995, the Operating Partnership entered into an interest rate swap
agreement with a commercial bank. The swap agreement fixes 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 re-sets for three years beginning November 4, 1999 to the
three-year U.S. Treasury Note plus 110 basis points (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 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.

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 March 31, 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>
April through December 2000        $ 2,428       $   5,419    $   7,847           6.93%
2001                                 3,257         220,419      223,676           7.06%
2002                                 3,458              --        3,458           8.20%
2003                                 3,518         192,093      195,611           7.30%
2004                                 2,332         309,863      312,195           7.34%
Thereafter                             970         784,746      785,716           7.13%
-----------------------------------------------------------------------------------------------
Totals/Weighted Average            $15,963       $1,512,540   $1,528,503          7.19%
===============================================================================================

</TABLE>

(a) Assumes a weighted average LIBOR rate at March 31, 2000 of 6.15 percent in
    calculating revolving credit facility and other variable rate debt interest
    rates.

Scheduled principal payments during the three months ended March 31, 2000 and
1999 amounted to $880 and $1,022, respectively.

CASH PAID FOR INTEREST & INTEREST CAPITALIZED
Cash paid for interest for the three months ended March 31, 2000 and 1999 was
$38,387 and $22,646, respectively. Interest capitalized by the Operating
Partnership for the three months ended March 31, 2000 and 1999 was $1,854 and
$1,245, respectively.


                                       21
<PAGE>

SUMMARY OF INDEBTEDNESS
As of March 31, 2000, the Operating Partnership's total indebtedness of
$1,528,503 (weighted average interest rate of 7.19 percent) was comprised of
$288,412 of revolving credit facility borrowings and other variable rate
mortgage debt (weighted average rate of 6.93 percent) and fixed rate debt of
$1,240,091 (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.

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 March 31, 2000, 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.

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.

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.



                                       22
<PAGE>

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.

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 March 31, 2000 and December 31, 1999,
the stock options outstanding had a weighted average remaining contractual life
of approximately 7.3 and 7.4 years, respectively.

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                                          (5,700)              $21.50
     Lapsed or canceled                                (97,214)              $35.66
------------------------------------------------------------------------------------
     Outstanding at March 31, 2000                   3,624,237               $31.78
====================================================================================
     Options exercisable at December 31, 1999        1,724,920               $29.78
     Options exercisable at March 31, 2000           2,243,980               $30.76
------------------------------------------------------------------------------------
     Available for grant at December 31, 1999         662,878
     Available for grant at March 31, 2000            760,092
------------------------------------------------------------------------------------
</TABLE>

STOCK WARRANTS
The Corporation has outstanding 393,333 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 generally vest equally over a three-year period
through January 31, 2000 and expire on January 31, 2007.

The Corporation also has outstanding 514,976 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 March 31, 2000 and December 31, 1999, there were a total of 908,309 and
914,976 Stock Warrants outstanding, respectively. As of March 31, 2000 and
December 31, 1999 there were 702,318 and 585,989 Stock Warrants exercisable,
respectively. During the three months ended March 31, 2000 and 1999, 6,667 and
no Stock Warrants were canceled, respectively. No Stock Warrants have been
exercised.



                                       23
<PAGE>

STOCK COMPENSATION
In July 1999, the Corporation entered into amended and restated employment
contracts with six of its 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, 31,740 shares of the Corporation's common stock were issued to the
executive officers and certain other officers upon meeting the required
objectives.

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 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 three months ended March 31, 2000, 1,083 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 months ended March 31, 2000 and 1999 in accordance with FASB No. 128:

<TABLE>
<CAPTION>

                                                         Three Months Ended March 31,
                                                         2000                    1999
-----------------------------------------------------------------------------------------------
                                                 Basic EPU  Diluted EPU  Basic EPU  Diluted EPU
-----------------------------------------------------------------------------------------------
<S>                                               <C>         <C>         <C>         <C>
Net income available to common unitholders        $41,722     $41,722     $36,944     $36,944
Add:  Net income attributable to
      Operating Partnership - preferred units          --       3,869          --          --
-----------------------------------------------------------------------------------------------
Adjusted net income                               $41,722     $45,591     $36,944     $36,944
===============================================================================================


Weighted average units                             66,428      73,191      67,011      67,283
-----------------------------------------------------------------------------------------------
Per Unit                                          $  0.63     $  0.62     $  0.55     $  0.55
===============================================================================================
</TABLE>




                                       24
<PAGE>

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 Ended March 31,
                                                               2000           1999
--------------------------------------------------------------------------------------
<S>                                                           <C>           <C>
Basic EPU Units:                                              66,428        67,011
    Add:   Operating Partnership - preferred units             6,618            --
           (after conversion to common units)
           Stock options                                         145           272
--------------------------------------------------------------------------------------
Diluted EPU Units:                                            73,191        67,283
======================================================================================
</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 the period. Preferred Units outstanding in 1999 were not
included in the 1999 computation of diluted EPU as such units were anti-dilutive
during the period.

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.


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 the year ended December 31, 1999, 20,952 Series A Preferred Units were
converted into 604,675 common units.

As of March 31, 2000, there were 229,304 Preferred Units outstanding
(convertible into 6,617,721 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.



                                       25
<PAGE>

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 (see
Note 2). 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.

During the three months ended March 31, 2000, an aggregate of 36,883 common
units were redeemed for an equivalent number of shares of common stock in the
Corporation.

As of March 31, 2000, there were 8,116,827 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. Among
other things, the operating agreements provide for a preferred return to the
minority interest members.

The Operating Partnership controls these operations and has consolidated the
financial position and results of operations of the 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.




                                       26
<PAGE>

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
three months ended March 31, 2000 and 1999 was $100 and $0, respectively.


15.     COMMITMENTS AND CONTINGENCIES

TAX ABATEMENT AGREEMENTS
  GROVE STREET PROPERTY
  Pursuant to an agreement with the City of Jersey City, New Jersey, as amended,
  expiring in 2004, the Operating Partnership is required to make payments in
  lieu of property taxes ("PILOT") on its property at 95 Christopher Columbus
  Drive, Jersey City, Hudson County, New Jersey. Such PILOT, as defined, was
  $1,267 per annum through May 31, 1999 and is $1,584 per annum through May 31,
  2004. The PILOT totaled $396 and $317 for the three months ended March 31,
  2000 and 1999, respectively. In April 2000, the Operating Partnership sold its
  property at 95 Christopher Columbus Drive (see Note 3).

  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 PILOT payments 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 $668 and $651
  for the three months ended March 31, 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 March 31,
2000, are as follows:

YEAR                                                               AMOUNT
-------------------------------------------------------------------------
April 1 to December 31, 2000                                       $  398
2001                                                                  531
2002                                                                  531
2003                                                                  531
2004                                                                  534
Thereafter                                                         22,532
-------------------------------------------------------------------------

Total                                                             $25,057
=========================================================================

Ground lease expense incurred during the three months ended March 31, 2000 and
1999 amounted to $142 and $132, respectively.



                                       27
<PAGE>

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 in the second quarter 1999.

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.



                                       28
<PAGE>

Selected results of operations for the three months ended March 31, 2000 and
1999 and selected asset information as of March 31, 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:
    March 31, 2000                          $ 140,141          $    648       $ 140,789  (f)
    March 31, 1999                            131,769              (425)        131,344  (g)

TOTAL OPERATING AND INTEREST EXPENSES (b):
 Three months ended:
    March 31, 2000                          $  46,730          $ 28,634       $  75,364
    March 31, 1999                             43,155            28,952          72,107

NET OPERATING INCOME (c):
Three months ended:
    March 31, 2000                          $  93,411          $(27,986)      $  65,425  (f)
    March 31, 1999                             88,614           (29,377)         59,237  (g)

TOTAL ASSETS:
    March 31, 2000                          $3,609,643         $ 41,113       $3,650,756
    December 31, 1999                        3,576,806           52,795        3,629,601

TOTAL LONG-LIVED ASSETS (d):
    March 31, 2000                          $3,529,008         $ 33,524       $3,562,532
    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 and 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
    and Other for all periods. Amounts presented exclude depreciation and
    amortization of $22,182 and $21,969 in 2000 and 1999, respectively.
(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 $2,133 of adjustments for straight-lining of rents and $57 for the
    Operating Partnership's share of straight-line rent adjustments from
    unconsolidated joint ventures.
(g) Excludes $3,563 of adjustments for straight-lining of rents and ($18) for
    the Operating Partnership's share of straight-line rent adjustments from
    unconsolidated joint ventures.


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.



                                       29
<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.

 THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THREE MONTHS ENDED MARCH 31, 1999

The following comparisons for the three months ended March 31, 2000 ("2000"), as
compared to the three months ended March 31, 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 December 31, 1998,
(ii) the effect of the "Acquired Properties," which represents all properties
acquired or placed in service by the Operating Partnership from January 1, 1999
through March 31, 2000, and (iii) the effect of the "Dispositions," which refers
to the Operating Partnership's sale of its property at 400 Alexander Road,
Princeton, New Jersey on November 15, 1999 and its property at 20002 North 19th
Avenue, Phoenix, Arizona on December 15, 1999.




                                       30
<PAGE>

<TABLE>
<CAPTION>

                                                  Quarter Ended
                                                    March 31,              Dollar          Percent
(IN THOUSANDS)                                 2000          1999          Change          Change
--------------------------------------------------------------------------------------------------
<S>                                        <C>            <C>            <C>                <C>
REVENUE FROM RENTAL OPERATIONS:
Base rents                                  $ 121,598      $ 116,080      $   5,518          4.8%
Escalations and recoveries from tenants        16,668         14,860          1,808         12.2
Parking and other                               3,322          3,900           (578)       (14.8)
--------------------------------------------------------------------------------------------------
  Sub-total                                   141,588        134,840          6,748          5.0

Equity in earnings (loss) of
  unconsolidated joint ventures                 1,137           (206)         1,343        651.9
Interest income                                   254            255             (1)        (0.4)
--------------------------------------------------------------------------------------------------
  Total revenues                              142,979        134,889          8,090          6.0
--------------------------------------------------------------------------------------------------

PROPERTY EXPENSES:
Real estate taxes                              14,704         13,843            861          6.2
Utilities                                      10,379          9,592            787          8.2
Operating services                             17,742         17,087            655          3.8
--------------------------------------------------------------------------------------------------
  Sub-total                                    42,825         40,522          2,303          5.7

General and administrative                      6,113          7,963         (1,850)       (23.2)
Depreciation and amortization                  22,182         21,969            213          1.0
Interest expense                               26,426         23,622          2,804         11.9
--------------------------------------------------------------------------------------------------
  Total expenses                               97,546         94,076          3,470          3.7
--------------------------------------------------------------------------------------------------
Income before gain on sale of land
  and minority interest                        45,433         40,813          4,620         11.3
Gain on sale of land                            2,248             --          2,248         --
--------------------------------------------------------------------------------------------------
Income before minority interest                47,681         40,813          6,868         16.8
Minority interest in consolidated
  partially-owned properties                    2,090             --          2,090         --
--------------------------------------------------------------------------------------------------
Net income                                     45,591         40,813          4,778         11.7
Preferred unit distribution                    (3,869)        (3,869)            --         --
--------------------------------------------------------------------------------------------------

Net income available to
  common unitholders                        $  41,722      $  36,944      $   4,778         12.9%
==================================================================================================

</TABLE>


                                       31
<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                             $  5,518         4.8%    $  3,678       3.2%   $  2,328         2.0%    $   (488)      (0.4)%
Escalations and recoveries
   from tenants                           1,808        12.2          229       1.5       1,675        11.3          (96)      (0.6)
Parking and other                          (578)      (14.8)          24       0.6        (595)      (15.2)          (7)      (0.2)
------------------------------------------------------------------------------------------------------------------------------------
   Total                               $  6,748         5.0%    $  3,931       2.9%   $  3,408         2.5%    $   (591)      (0.4)%
====================================================================================================================================


PROPERTY EXPENSES:
Real estate taxes                      $    861         6.2%    $    378       2.7%   $    580         4.2%    $    (97)      (0.7)%
Utilities                                   787         8.2          216       2.3         574         6.0           (3)      (0.1)
Operating services                          655         3.8          576       3.4         155         0.8          (76)      (0.4)
------------------------------------------------------------------------------------------------------------------------------------
   Total                               $  2,303         5.7%    $  1,170       2.9%   $  1,309         3.3%    $   (176)      (0.5)%
====================================================================================================================================

OTHER DATA:
Number of wholly-owned properties           254                       12                   242                        2
Square feet (in thousands)               27,444                      799                26,645                      190
</TABLE>


Base rents for the Same-Store Properties increased $2.3 million, or 2.0 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
$1.7 million, or 11.3 percent, for 2000 over 1999, due 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
decreased $0.6 million, or 15.2 percent, due primarily to lease termination fees
received in 1999.

Real estate taxes on the Same-Store Properties increased $0.6 million, or 4.2
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 $0.6 million, or 6.0 percent, for 2000 as compared to 1999,
due primarily to increased usage in 2000. Operating services for the Operating
Partnership increased $0.7 million, or 3.8 percent, due substantially to the
Acquired Properties.

Equity in earnings of unconsolidated joint ventures increased $1.3 million in
2000 as compared to 1999. This is due primarily to additional joint venture
investments made by the Operating Partnership (see Note 4 to the Financial
Statements).

Interest income was substantially the same in 2000 as compared to 1999.

General and administrative expense decreased by $1.9 million, or 23.2 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 $0.2 million, or 1.0 percent, for
2000 over 1999. Of this increase, $0.6 million or 2.8 percent, is attributable
to the Acquired Properties, partially offset by a decrease of $0.3 million, or
1.3 percent, due to the Same-Store Properties and a decrease of $0.1 million, or
0.5 percent, due to the Dispositions.

Interest expense increased $2.8 million, or 11.9 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 debt.

Income before gain on sale of land and minority interest increased to $45.4
million in 2000 from $40.8 million in 1999. The increase of approximately $4.6
million is due to the factors discussed above.


                                       32
<PAGE>


Net income available to common unitholders increased by $4.8 million, from $36.9
million in 1999 to $41.7 million in 2000. This increase was a result of an
increase in income before gain on sale of land and minority interest of $4.6
million, and a gain on sale of land of $2.3 million in 2000. These were
partially offset by an increase in minority interest of $2.1 million.

LIQUIDITY AND CAPITAL RESOURCES

STATEMENT OF CASH FLOWS
During the three months ended March 31, 2000, the Operating Partnership
generated $39.0 million in cash flows from operating activities, and together
with $67.9 million in borrowings from the Operating Partnership's revolving
credit facilities, $1.3 million in distributions received from unconsolidated
joint ventures, $4.2 million in proceeds from a sale of land, $0.7 million from
restricted cash and $2.5 million from the Operating Partnership's cash reserves,
used an aggregate of approximately $115.6 million to acquire properties and land
parcels and pay for other tenant and building improvements totaling $39.8
million, repay outstanding borrowings on its revolving credit facilities and
other mortgage debt of $29.5 million, pay quarterly distributions of $42.5
million, invest $2.6 million in unconsolidated joint ventures, and distribute
$1.2 million to consolidated partially-owned properties.

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 March 31, 2000,
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.

As of March 31, 2000, the Operating Partnership's total indebtedness of $1.5
billion (weighted average interest rate of 7.19 percent) was comprised of $288.4
million of revolving credit facility borrowings and other variable rate mortgage
debt (weighted average rate of 6.93 percent) and fixed rate debt of $1.2 billion
(weighted average rate of 7.24 percent).

As of March 31, 2000, the Operating Partnership had outstanding borrowings of
$216.2 million under its revolving credit facilities (with aggregate borrowing
capacity of $1.1 billion). The total outstanding borrowings were from the
Unsecured Facility, with no outstanding borrowings under the Prudential
Facility. The Unsecured Facility, with 28 lender banks, carries an interest
rate, at the Operating Partnership's election, of either 90 basis points over
LIBOR or the higher of the lender's prime rate or the Federal Funds rate plus 50
basis points and matures in April 2001. The interest rate is currently LIBOR
plus 90 basis points. The Prudential Facility carries an interest rate of 110
basis points over LIBOR and matures in March 2001.

The terms of the 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 for such period, subject to certain other adjustments.
The Unsecured Facility also requires a 17.5 basis point fee on the unused
balance payable quarterly in arrears.



                                       33
<PAGE>

The Operating Partnership has three investment grade credit ratings. Standard &
Poor's Rating Services ("S&P") and Duff & Phelps Credit Rating Co. ("DCR") have
each assigned their BBB rating to existing and prospective senior unsecured debt
of the Operating Partnership. S&P and DCR 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 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 March 31, 2000, the Operating Partnership had 224 unencumbered properties,
totaling 20.5 million square feet, representing 74.8 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 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 Unsecured Facility
and the Prudential Facility primarily to fund property acquisitions and
construction projects.

As of March 31, 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 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.

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 $154.9 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.


                                       34
<PAGE>

SIGNIFICANT TENANTS

The following table sets forth a schedule of the Operating Partnership's 20
largest tenants for the Consolidated Properties as of March 31, 2000, based upon
annualized base rents:

<TABLE>
<CAPTION>

                                                                     Percentage of                    Percentage of
                                                 Annualized      Operating Partnership   Square           Total            Year of
                                  Number of      Base Rental        Annualized Base       Feet    Operating Partnership     Lease
                                 Properties    Revenue ($) (1)    Rental Revenue (%)     Leased     Leased Sq.Ft. (%)    Expiration
------------------------------------------------------------------------------------------------------------------------------------
<S>                                <C>           <C>                    <C>             <C>             <C>              <C>
Donaldson, Lufkin &
  Jenrette Securities Corp. (2)      2            18,067,060             3.8             713,582         2.7              2011 (3)
AT&T Corporation                     5            14,649,475             3.1             995,596         3.8              2009 (4)
AT&T Wireless Services               2             8,199,959             1.7             382,030         1.5              2007 (5)
IBM Corporation                      5             7,553,299             1.6             391,910         1.5              2007 (6)
Keystone Mercy Health Plan           3             7,188,931             1.5             315,304         1.2              2015 (7)
Prentice-Hall Inc.                   1             6,744,495             1.4             474,801         1.8              2014
Allstate Insurance Company          10             6,388,017             1.4             293,820         1.1              2009 (8)
Nabisco Inc.                         2             5,467,178             1.2             300,378         1.2              2005
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             4,627,379             1.0             117,008         0.4              2009 (9)
Dean Witter Trust Company            1             4,319,508             0.9             221,019         0.8              2008
Winston & Strawn                     1             4,302,007             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(10)
Move.com                             1             3,701,763             0.8              94,917         0.4              2006
Bank of Tokyo - Mitsubishi Ltd.      1             3,378,923             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             0.6             115,967         0.4              2002
------------------------------------------------------------------------------------------------------------------------------------
Totals                                           122,405,378            25.9           6,055,259        23.1
====================================================================================================================================
</TABLE>

(1)   Annualized base rental revenue is based on actual March 2000 billings
      times 12. For leases whose rent commences after April 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)   The Operating Partnership sold its property at 95 Christopher Columbus
      Drive in which this tenant leased 441,629 square feet representing
      $9,750,963 annualized base rental revenue. Such leases were scheduled to
      expire July 2009.
(3)   441,629 square feet expire July 2009; 271,953 square feet expire October
      2011.
(4)   3,950 square feet expire August 2000; 66,268 square feet expire December
      2000; 63,278 square feet expire May 2004; 475,100 square feet expire
      January 2008; 387,000 square feet expire January 2009.
(5)   12,150 square feet expire September 2004; 345,799 square feet expire March
      2007; 24,081 square feet expire June 2007.
(6)   29,157 square feet expire October 2000; 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.
(7)   32,171 square feet expire January 2003; 283,133 square feet expire April
      2015.
(8)   22,444 square feet expire July 2001; 70,517 square feet expire June 2002;
      71,030 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 November 2005; 6,108 square feet
      expire August 2006; 31,143 square feet expire April 2008; 11,500 square
      feet expire April 2009.
(9)   94,719 square feet expire May 2005; 22,289 square feet expire July 2009.
(10)  104,556 square feet expire September 2002; 57,204 square feet expire July
      2007.



                                       35
<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 April 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>
2000.......          413       2,218,813          8.5          38,021,274         17.14            8.0

2001.......          528       3,018,411         11.6          48,714,135         16.14           10.3

2002.......          540       3,573,378         13.7          62,999,403         17.63           13.3

2003.......          414       3,664,073         14.0          63,949,839         17.45           13.5

2004.......          325       2,258,440          8.6          42,551,267         18.84            9.0

2005.......          213       2,575,989          9.9          49,473,325         19.21           10.5

2006.......           87       1,212,928          4.6          25,515,833         21.04            5.4

2007.......           51       1,352,539          5.2          27,754,228         20.52            5.9

2008.......           39       1,548,490          5.9          24,621,164         15.90            5.2

2009.......           41       1,507,489          5.8          30,083,143         19.96            6.4

2010.......           41         657,119          2.5          12,533,034         19.07            2.6

2011 and thereafter   38       2,530,802          9.7          46,773,711         18.48            9.9
-----------------------------------------------------------------------------------------------------------
Totals/Weighted
  Average          2,730      26,118,471        100.0(4)      472,990,356         18.11          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 March 31, 2000.
(3)   Annualized base rental revenue is based on actual March 2000 billings
      times 12. For leases whose rent commences after April 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                             26,118,471           95.2%
Square footage used for corporate offices, management offices,
 building use, retail tenants, food services, other ancillary
 service tenants and occupancy adjustments                                 433,150            1.5
Square footage unleased                                                    892,453            3.3
                                                                        ----------          -----
Total net rentable square footage (does not include
 residential, land lease, retail or not-in-service properties)          27,444,074          100.0%
                                                                        ==========          =====
</TABLE>



                                       36
<PAGE>

SCHEDULE OF LEASE EXPIRATIONS: OFFICE PROPERTIES

The following table sets forth a schedule of the lease expirations for the
office properties beginning April 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>
2000.......         347       1,826,454          8.4          33,524,896         18.36            7.9

2001.......         439       2,327,468         10.7          41,577,906         17.86            9.8

2002.......         442       2,742,228         12.6          54,319,812         19.81           12.8

2003.......         343       3,035,257         14.0          57,694,966         19.01           13.6

2004.......         275       1,750,016          8.1          36,654,024         20.94            8.7

2005.......         174       2,218,605         10.2          45,127,206         20.34           10.7

2006.......          71         951,044          4.4          21,235,448         22.33            5.0

2007.......          43       1,217,108          5.6          25,820,994         21.22            6.1

2008.......          36       1,398,895          6.4          23,679,306         16.93            5.6

2009.......          31       1,376,429          6.3          28,285,533         20.55            6.7

2010.......          33         561,258          2.6          11,197,889         19.95            2.6

2011 and thereafter  32       2,330,114         10.7          44,301,662         19.01           10.5
-------------------------------------------------------------------------------------------------------------
Total/Weighted
  Average         2,266      21,734,876        100.0         423,419,642         19.48          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 March 31, 2000.
(3)   Annualized base rental revenue is based on actual March 2000 billings
      times 12. For leases whose rent commences after April 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.



                                       37
<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 April 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>
2000.......          63         391,024          9.8           4,479,483         11.46            9.9

2001.......          86         681,496         17.1           7,043,952         10.34           15.5

2002.......          96         784,710         19.7           8,181,884         10.43           18.0

2003.......          67         530,842         13.3           5,759,750         10.85           12.7

2004.......          39         299,004          7.5           3,418,751         11.43            7.5

2005.......          36         344,230          8.6           4,177,610         12.14            9.2

2006.......          16         261,884          6.6           4,280,385         16.34            9.4

2007.......           8         135,431          3.4           1,933,234         14.27            4.3

2008.......           3         149,595          3.8             941,858          6.30            2.1

2009.......           9         119,260          3.0           1,691,410         14.18            3.7

2010.......           8          95,861          2.4           1,335,145         13.93            2.9

2011 and thereafter   5         192,688          4.8           2,207,049         11.45            4.8
-------------------------------------------------------------------------------------------------------------
Totals/Weighted
  Average           436       3,986,025        100.0          45,450,511         11.40          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 March 31, 2000.
(3)   Annualized base rental revenue is based on actual March 2000 billings
      times 12. For leases whose rent commences after April 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.



                                       38
<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 April 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>
2000.......        3           1,335          0.4              16,895         12.66            0.5

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

2002.......        2          46,440         12.2             497,707         10.72           13.6

2003.......        4          97,974         25.8             495,123          5.05           13.5

2004.......       10         200,120         52.6           2,283,492         11.41           62.4

2005.......        3          13,154          3.5             168,509         12.81            4.6

2009.......        1          11,800          3.0             106,200          9.00            2.9
-------------------------------------------------------------------------------------------------------------
Totals/Weighted
  Average         26         380,270        100.0           3,660,203          9.63          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 March 31, 2000.
(3)   Annualized base rental revenue is based on actual March 2000 billings
      times 12. For leases whose rent commences after April 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 April 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 March 2000 billings
      times 12. For leases whose rent commences after April 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.


                                       39
<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>

                                                        Annualized        Percentage of                Percentage of Total
                                                        Base Rental   Operating Partnership   Square        Operating
                                                          Revenue        Annualized Base       Feet        Partnership
Industry Classification (3)                             ($) (1) (2)    Rental Revenue (%)     Leased   Leased Sq. Ft. (%)
-------------------------------------------------------------------------------------------------------------------------
<S>                                                     <C>                <C>                <C>              <C>
Securities, Commodity Contracts & Other Financial       56,562,395         12.0               2,544,664        9.7
Manufacturing                                           44,927,743          9.5               2,747,078       10.5
Telecommunications                                      35,772,853          7.6               2,253,695        8.6
Computer System Design Svcs.                            32,919,498          7.0               1,800,119        6.9
Insurance Carriers & Related Assistance                 31,176,587          6.6               1,636,238        6.3
Legal Services                                          27,500,898          5.8               1,268,663        4.9
Credit Intermediation & Related Activities              22,157,662          4.7               1,307,731        5.0
Health Care & Social Assistance                         21,972,051          4.6               1,146,936        4.4
Wholesale Trade                                         17,690,542          3.7               1,282,107        4.9
Accounting/Tax Prep.                                    15,814,039          3.3                 752,432        2.9
Other Professional                                      14,923,692          3.2                 899,248        3.4
Retail Trade                                            13,846,891          2.9                 830,476        3.2
Information Services                                    13,256,829          2.8                 622,624        2.4
Publishing Industries                                   12,570,982          2.7                 568,864        2.2
Arts, Entertainment & Recreation                        11,522,255          2.4                 793,248        3.0
Public Administration                                    9,961,562          2.1                 331,504        1.3
Other Services (except Public Administration)            9,187,245          1.9                 730,781        2.8
Transportation                                           8,219,907          1.7                 659,445        2.5
Data Processing Services                                 7,878,985          1.7                 357,975        1.4
Advertising/Related Services                             7,532,985          1.6                 372,339        1.4
Scientific Research/Development                          7,300,312          1.5                 408,000        1.6
Management of Companies & Finance                        7,135,509          1.5                 383,128        1.5
Architectural/Engineering                                5,971,767          1.3                 350,949        1.3
Real Estate & Rental & Leasing                           5,855,815          1.2                 326,782        1.3
Management/Scientific                                    5,526,713          1.2                 281,918        1.1
Construction                                             4,391,752          0.9                 257,847        1.0
Utilities                                                3,597,564          0.8                 172,734        0.7
Educational Services                                     3,395,885          0.7                 200,252        0.8
Admin. & Support, Waste Mgt. & Remediation Svc.          3,169,925          0.7                 232,209        0.9
Monetary Authorities - Central Banks                     2,770,958          0.6                 168,579        0.6
Other                                                    8,478,555          1.8                 429,906        1.5
-------------------------------------------------------------------------------------------------------------------------
Totals                                                 472,990,356        100.0              26,118,471      100.0
=========================================================================================================================
</TABLE>

(1)   Annualized base rental revenue is based on actual March 2000 billings
      times 12. For leases whose rent commences after April 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 is replacing the Standard Industrial Code (SIC) system.



                                       40
<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                                  81,667,982         17.3               4,530,091          16.5
New York, NY (Westchester-Rockland Counties)        71,823,516         15.2               4,355,070          15.9
Newark, NJ (Essex-Morris-Union Counties)            70,744,496         15.0               3,671,218          13.4
Jersey City, NJ                                     50,747,629         10.7               2,508,700           9.1
Philadelphia, PA-NJ                                 37,993,831          8.0               2,657,858           9.7
Washington, DC-MD-VA                                18,105,468          3.8                 616,549           2.2
Denver, CO                                          16,891,099          3.6               1,007,931           3.7
Dallas, TX                                          14,505,036          3.1                 959,463           3.5
Trenton, NJ (Mercer County)                         13,219,761          2.8                 672,365           2.4
Middlesex-Somerset-Hunterdon, NJ                    12,510,931          2.6                 659,041           2.4
San Antonio, TX                                     11,684,709          2.5                 940,302           3.4
San Francisco, CA                                   10,088,755          2.1                 450,891           1.6
Stamford-Norwalk, CT                                 8,744,573          1.8                 527,250           1.9
Houston, TX                                          8,602,083          1.8                 700,008           2.6
Monmouth-Ocean, NJ                                   6,562,968          1.4                 577,423           2.1
Nassau-Suffolk, NY                                   5,762,698          1.2                 261,849           1.0
Austin-San Marcos, TX                                5,627,516          1.2                 270,703           1.0
Phoenix-Mesa, AZ                                     5,411,031          1.1                 416,967           1.5
Tampa-St. Petersburg-Clearwater, FL                  3,583,925          0.8                 297,429           1.1
Boulder-Longmont, CO                                 3,543,931          0.7                 270,421           1.0
Omaha, NE-IA                                         3,066,925          0.6                 319,535           1.2
Bridgeport, CT                                       2,898,435          0.6                 145,487           0.5
Colorado Springs, CO                                 2,832,524          0.6                 209,987           0.8
Dutchess County, NY                                  2,185,858          0.5                 118,727           0.4
Atlantic-Cape May, NJ                                1,467,726          0.3                  80,344           0.3
Other                                                2,716,950          0.7                 218,465           0.8
=========================================================================================================================
Totals                                             472,990,356        100.0              27,444,074         100.0
=========================================================================================================================
</TABLE>

(1) Annualized base rental revenue is based on actual March 2000 billings times
    12. For leases whose rent commences after April 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.



                                       41
<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        3/31/00       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         0.17          19.40
200 Decadon Drive .....................       1991     39,922        94.9           737         0.16          19.45

BERGEN COUNTY, NEW JERSEY
FAIR LAWN
17-17 Route 208 North .................       1987    143,000        96.0         3,387         0.71          24.67
FORT LEE
One Bridge Plaza ......................       1981    200,000        98.8         4,636         0.98          23.46
2115 Linwood Avenue (4) ...............       1981     68,000        85.0           453         0.10           7.83
LITTLE FERRY
200 Riser Road ........................       1974    286,628       100.0         1,879         0.40           6.56
MONTVALE
95 Chestnut Ridge Road ................       1975     47,700       100.0           569         0.12          11.93
135 Chestnut Ridge Road ...............       1981     66,150       100.0           971         0.20          14.68
PARAMUS
15 East Midland Avenue ................       1988    259,823       100.0         6,643         1.40          25.57
461 From Road .........................       1988    253,554        99.8         6,021         1.27          23.79
650 From Road .........................       1978    348,510       100.0         7,532         1.59          21.61
140 Ridgewood Avenue ..................       1981    239,680       100.0         5,115         1.08          21.34
61 South Paramus Avenue ...............       1985    269,191       100.0         5,451         1.15          20.25
ROCHELLE PARK
120 Passaic Street ....................       1972     52,000       100.0           576         0.12          11.08
365 West Passaic Street ...............       1976    212,578        93.6         3,546         0.75          17.82
SADDLE RIVER
1 Lake Street .........................    1973/94    474,801       100.0         7,469         1.58          15.73
UPPER SADDLE RIVER
10 Mountainview Road ..................       1986    192,000       100.0         3,716         0.78          19.35
WOODCLIFF LAKE
400 Chestnut Ridge Road ...............       1982     89,200       100.0         2,128         0.45          23.86
470 Chestnut Ridge Road ...............       1987     52,500       100.0         1,192         0.25          22.70
530 Chestnut Ridge Road ...............       1986     57,204       100.0         1,166         0.25          20.38
50 Tice Boulevard .....................       1984    235,000        98.1         4,856         1.03          21.06
300 Tice Boulevard ....................       1991    230,000       100.0         4,942         1.04          21.49

BURLINGTON COUNTY, NEW JERSEY
MOORESTOWN
224 Strawbridge Drive .................       1984     74,000        95.2         1,053         0.22          14.95
228 Strawbridge Drive .................       1984     74,000       100.0         1,434         0.30          19.38

ESSEX COUNTY, NEW JERSEY
MILLBURN
150 J.F. Kennedy Parkway ..............       1980    247,476        95.0         5,772         1.22          24.55
ROSELAND
101 Eisenhower Parkway ................       1980    237,000        94.3         4,105         0.87          18.37
103 Eisenhower Parkway ................       1985    151,545        99.2         3,077         0.65          20.47

HUDSON COUNTY, NEW JERSEY
JERSEY CITY
95 Christopher Columbus Drive (7) .....       1989    621,900       100.0        12,870         2.72          20.69
Harborside Financial Center Plaza I ...       1983    400,000        99.0         3,303         0.70           8.34
Harborside Financial Center Plaza II...       1990    761,200       100.0        17,617         3.73          23.14
Harborside Financial Center Plaza III..       1990    725,600       100.0        16,793         3.54          23.14

</TABLE>


                                       42
<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          3/31/00        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          783           0.17             n/a
103 Carnegie Center ........        1984         96,000          100.0        2,169           0.46           22.59
100 Overlook Center ........        1988        149,600          100.0        3,792           0.80           25.35
5 Vaughn Drive .............        1987         98,500          100.0        2,240           0.47           22.74

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        3,402           0.72           21.50
SOUTH BRUNSWICK
3 Independence Way .........        1983        111,300           99.9        1,999           0.42           17.98
WOODBRIDGE
581 Main Street ............        1991        200,000          100.0        4,552           0.96           22.76

MONMOUTH COUNTY, NEW JERSEY
NEPTUNE
3600 Route 66 ..............        1989        180,000          100.0        2,413           0.51           13.41
WALL TOWNSHIP
1305 Campus Parkway ........        1988         23,350           92.4          419           0.09           19.42
1350 Campus Parkway ........        1990         79,747           94.7        1,337           0.28           16.78

MORRIS COUNTY, NEW JERSEY
FLORHAM PARK
325 Columbia Turnpike ......        1987        168,144          100.0        3,895           0.82           23.16
MORRIS PLAINS
201 Littleton Road .........        1979         88,369          100.0        1,710           0.36           19.35
250 Johnson Road ...........        1977         75,000          100.0        1,090           0.23           14.53
MORRIS TOWNSHIP
340 Mt. Kemble Avenue ......        1985        387,000          100.0        5,529           1.17           14.29
412 Mt. Kemble Avenue ......        1986        475,100          100.0        6,902           1.46           14.53
PARSIPPANY
7 Campus Drive .............        1982        154,395          100.0        2,550           0.54           16.50
8 Campus Drive .............        1987        215,265           92.8        4,964           1.05           23.06
2 Dryden Way ...............        1990          6,216          100.0           68           0.01           10.94
2 Hilton Court .............        1991        181,592          100.0        4,495           0.95           24.75
600 Parsippany Road ........        1978         96,000          100.0        1,393           0.29           14.51
1 Sylvan Way ...............        1989        150,557          100.0        3,503           0.74           23.27
5 Sylvan Way ...............        1989        151,383           96.8        3,473           0.73           23.70
7 Sylvan Way ...............        1987        145,983          100.0        2,920           0.62           20.00

PASSAIC COUNTY, NEW JERSEY
CLIFTON
777 Passaic Avenue .........        1983         75,000           65.1          986           0.21           20.19
TOTOWA
999 Riverview Drive ........        1988         56,066          100.0          934           0.20           16.66
WAYNE
201 Willowbrook Boulevard ..        1970        178,329           99.0        2,440           0.52           13.82

</TABLE>


                                       43
<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          3/31/00        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          742          0.16            15.14
233 Mt. Airy Road ..........        1987         66,000          100.0          762          0.16            11.55
BRIDGEWATER
721 Route 202/206 ..........        1989        192,741          100.0        3,989          0.84            20.70

UNION COUNTY, NEW JERSEY
CLARK
100 Walnut Avenue ..........        1985        182,555          100.0        4,528          0.96            24.80
CRANFORD
6 Commerce Drive ...........        1973         56,000          100.0        1,063          0.22            18.98
11 Commerce Drive ..........        1981         90,000           90.8        1,079          0.23            13.20
12 Commerce Drive ..........        1967         72,260           89.4          613          0.13             9.49
20 Commerce Drive ..........        1990        176,600           92.7        3,660          0.77            22.36
65 Jackson Drive ...........        1984         82,778          100.0        1,593          0.34            19.24
NEW PROVIDENCE
890 Mountain Road ..........        1977         80,000          100.0        2,049          0.43            25.61

---------------------------------------------------------------------------------------------------------------------
TOTAL NEW JERSEY OFFICE                      11,939,649           98.9      230,202         48.63            19.50
---------------------------------------------------------------------------------------------------------------------

DUTCHESS COUNTY, NEW YORK
FISHKILL
300 South Lake Drive .......        1987        118,727           99.8        2,132          0.45            17.99

NASSAU COUNTY, NEW YORK
NORTH HEMPSTEAD
111 East Shore Road ........        1980         55,575          100.0        1,515          0.32            27.26
600 Community Drive ........        1983        206,274          100.0        4,900          1.03            23.75

ROCKLAND COUNTY, NEW YORK
SUFFERN
400 Rella Boulevard ........        1988        180,000           98.2        3,545          0.75            20.06

WESTCHESTER COUNTY, NEW YORK
ELMSFORD
100 Clearbrook Road ........        1975         60,000          100.0          912          0.19            15.20
101 Executive Boulevard ....        1971         50,000           79.5          802          0.17            20.18
570 Taxter Road ............        1972         75,000           89.4        1,392          0.29            20.76
HAWTHORNE
30 Saw Mill River Road .....        1982        248,400          100.0        5,220          1.10            21.01
1 Skyline Drive ............        1980         20,400           99.0          249          0.05            12.33
2 Skyline Drive ............        1987         30,000           98.9          504          0.11            16.99
17 Skyline Drive ...........        1989         85,000          100.0        1,235          0.26            14.53
7 Skyline Drive ............        1987        109,000          100.0        2,154          0.45            19.76
TARRYTOWN
200 White Plains Road ......        1982         89,000           86.3        1,814          0.38            23.62
220 White Plains Road ......        1984         89,000           99.4        1,741          0.37            19.68
WHITE PLAINS
1 Barker Avenue ............        1975         68,000           99.0        1,567          0.33            23.28
3 Barker Avenue ............        1983         65,300          100.0        1,372          0.29            21.01
50 Main Street .............        1985        309,000           98.8        7,642          1.61            25.04
11 Martine Avenue ..........        1987        180,000          100.0        4,186          0.88            21.97
1 Water Street .............        1979         45,700           97.8          956          0.20            21.39

</TABLE>


                                       44
<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          3/31/00        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        2,383          0.50            21.28
3 Executive Plaza ................  1987           58,000        100.0        1,110          0.23            19.14

---------------------------------------------------------------------------------------------------------------------
TOTAL NEW YORK OFFICE                           2,254,376         98.2       47,331          9.96            21.38
---------------------------------------------------------------------------------------------------------------------

CHESTER COUNTY, PENNSYLVANIA
BERWYN
1000 Westlakes Drive .............  1989           60,696         96.2        1,423          0.30            24.37
1055 Westlakes Drive .............  1990          118,487        100.0        2,298          0.49            19.39
1205 Westlakes Drive .............  1988          130,265         99.8        2,840          0.60            21.85
1235 Westlakes Drive .............  1986          134,902         98.6        2,981          0.63            22.41

DELAWARE COUNTY, PENNSYLVANIA
LESTER
100 Stevens Drive ................  1986           95,000        100.0          926          0.20             9.75
200 Stevens Drive ................  1987          208,000        100.0        4,150          0.88            19.95
300 Stevens Drive ................  1992           68,000         82.5        1,167          0.25            20.80
MEDIA
1400 Providence Road - Center I ..  1986          100,000         89.1        1,834          0.39            20.58
1400 Providence Road - Center II..  1990          160,000         91.0        3,124          0.66            21.46

MONTGOMERY COUNTY, PENNSYLVANIA
LOWER PROVIDENCE
1000 Madison Avenue ..............  1990          100,700        100.0        1,723          0.36            17.11
PLYMOUTH MEETING
1150 Plymouth Meeting Mall........  1970          167,748         98.5        3,095          0.65            18.73
Five Sentry Parkway East .........  1984           91,600        100.0        1,498          0.32            16.35
Five Sentry Parkway West .........  1984           38,400        100.0          652          0.14            16.98

---------------------------------------------------------------------------------------------------------------------
TOTAL PENNSYLVANIA OFFICE                       1,473,798         97.0       27,711          5.87            19.38
---------------------------------------------------------------------------------------------------------------------

FAIRFIELD COUNTY, CONNECTICUT
GREENWICH
500 West Putnam ..................  1973          121,250         96.9        2,672          0.56            22.74
NORWALK
40 Richards Avenue ...............  1985          145,487         95.5        2,856          0.60            20.56
SHELTON
1000 Bridgeport Avenue ...........  1986          133,000         87.3        2,418          0.51            20.83

---------------------------------------------------------------------------------------------------------------------
TOTAL CONNECTICUT OFFICE                         399,737         93.2        7,946          1.67            21.33
---------------------------------------------------------------------------------------------------------------------

DISTRICT OF COLUMBIA
WASHINGTON
1201 Connecticut Avenue, NW (4) ..  1940          169,549         86.1        4,553          0.96            31.19
1400 L Street, NW ................  1987          159,000         95.4        5,870          1.24            38.70
1709 New York Avenue, NW .........  1972          166,000        100.0        6,425          1.36            38.70

---------------------------------------------------------------------------------------------------------------------
TOTAL DISTRICT OF COLUMBIA OFFICE                 494,549         93.8       16,848          3.56            36.34
---------------------------------------------------------------------------------------------------------------------

</TABLE>


                                       45
<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          3/31/00        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       2,232           0.47            20.04

---------------------------------------------------------------------------------------------------------------------
TOTAL MARYLAND OFFICE                             122,000         91.3       2,232           0.47            20.04
---------------------------------------------------------------------------------------------------------------------

BEXAR COUNTY, TEXAS
SAN ANTONIO
200 Concord Plaza Drive ..........  1986          248,700         96.4       4,523           0.95            18.87
1777 N.E. Loop 410 ...............  1986          256,137         92.5       3,464           0.73            14.62
84 N.E. Loop 410 .................  1971          187,312         89.2       2,459           0.52            14.72
111 Soledad ......................  1918          248,153         92.4       2,313           0.49            10.09

COLLIN COUNTY, TEXAS
PLANO
555 Republic Place ...............  1986           97,889         96.1       1,393           0.29            14.81

DALLAS COUNTY,TEXAS
DALLAS
3030 LBJ Freeway .................  1984          367,018         96.5       6,228           1.31            17.58
3100 Monticello ..................  1984          173,837         92.5       2,788           0.59            17.34
8214 Westchester .................  1983           95,509         87.8       1,270           0.27            15.14
IRVING
2300 Valley View .................  1985          142,634         78.5       2,427           0.51            21.68
RICHARDSON
1122 Alma Road ...................  1977           82,576        100.0         607           0.13             7.35

HARRIS COUNTY, TEXAS
HOUSTON
14511 Falling Creek ..............  1982           70,999         96.3         825           0.17            12.07
5225 Katy Freeway ................  1983          112,213         97.6       1,330           0.28            12.14
5300 Memorial ....................  1982          155,099        100.0       2,028           0.43            13.08
1717 St. James Place .............  1975          109,574         97.8       1,327           0.28            12.38
1770 St. James Place .............  1973          103,689         90.1       1,362           0.29            14.58
10497 Town & Country Way .........  1981          148,434         82.4       1,948           0.41            15.93

POTTER COUNTY, TEXAS
AMARILLO
6900 IH - 40 West (7) ............  1986           71,771         77.2         556           0.12            10.03

TARRANT COUNTY, TEXAS
EULESS
150 West Parkway .................  1984           74,429         95.9       1,042           0.22            14.60

TRAVIS COUNTY, TEXAS
AUSTIN
1250 Capital of Texas Hwy. South..  1985          270,703         98.8       5,533           1.17            20.69

---------------------------------------------------------------------------------------------------------------------
TOTAL TEXAS OFFICE                              3,016,676         93.2      43,423           9.16            15.45
---------------------------------------------------------------------------------------------------------------------

</TABLE>


                                       46
<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          3/31/00        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      1,615            0.34             8.89
PHOENIX
19640 North 31st Street .....       1990        124,171          100.0      1,235            0.26             9.95
20002 North 19th Avenue (6) .       1986            n/a            n/a        476            0.10              n/a
SCOTTSDALE
9060 E. Via Linda Boulevard .       1984        111,200          100.0      2,406            0.51            21.64

---------------------------------------------------------------------------------------------------------------------
TOTAL ARIZONA OFFICE                            416,967          100.0      5,732            1.21            13.75
---------------------------------------------------------------------------------------------------------------------

ARAPAHOE COUNTY, COLORADO
AURORA
750 South Richfield Street ..       1997        108,240          100.0      2,911            0.61            26.89
DENVER
400 South Colorado Boulevard.       1983        125,415           99.4      1,974            0.42            15.83
ENGLEWOOD
9359 East Nichols Avenue ....       1997         72,610          100.0        903            0.19            12.44
5350 South Roslyn Street ....       1982         63,754           96.2      1,065            0.22            17.36

BOULDER COUNTY, COLORADO
BROOMFIELD
105 South Technology Court ..       1997         37,574          100.0        537            0.11            14.29
303 South Technology Court-A.       1997         34,454          100.0        388            0.08            11.27
303 South Technology Court-B.       1997         40,416          100.0        456            0.10            11.28
LOUISVILLE
1172 Century Drive ..........       1996         49,566          100.0        623            0.13            12.57
248 Centennial Parkway ......       1996         39,266          100.0        490            0.10            12.47
285 Century Place ...........       1997         69,145          100.0      1,119            0.24            16.18

DENVER COUNTY, COLORADO
DENVER
3600 South Yosemite .........       1974        133,743          100.0      1,288            0.27             9.63

DOUGLAS COUNTY, COLORADO
ENGLEWOOD
384 Inverness Drive South ...       1985         51,523          100.0        808            0.17            15.68
400 Inverness Drive .........       1997        111,608           99.9      2,734            0.58            24.52
67 Inverness Drive East .....       1996         54,280          100.0        653            0.14            12.03
5975 South Quebec Street ....       1996        102,877           99.8      2,362            0.50            23.01
PARKER
9777 Pyramid Court ..........       1995        120,281          100.0      1,323            0.28            11.00

EL PASO COUNTY, COLORADO
COLORADO SPRINGS
8415 Explorer ...............       1998         47,368          100.0        528            0.11            11.15
1975 Research Parkway .......       1997        115,250          100.0      1,701            0.36            14.76
2375 Telstar Drive ..........       1998         47,369          100.0        528            0.11            11.15

</TABLE>


                                       47
<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          3/31/00        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           1,101          0.23           17.50

---------------------------------------------------------------------------------------------------------------------
TOTAL COLORADO OFFICE                          1,488,339         99.7          23,492          4.95           15.83
---------------------------------------------------------------------------------------------------------------------

SAN FRANCISCO COUNTY, CALIFORNIA
SAN FRANCISCO
795 Folsom Street (4) ..........    1977         183,445         86.2           4,184          0.88           26.46
760 Market Street ..............    1908         267,446         93.6           7,586          1.60           30.30

---------------------------------------------------------------------------------------------------------------------
TOTAL CALIFORNIA OFFICE                          450,891         90.6          11,770          2.48           28.81
---------------------------------------------------------------------------------------------------------------------

HILLSBOROUGH COUNTY, FLORIDA
TAMPA
501 Kennedy Boulevard ..........    1982         297,429         95.4           3,648          0.77           12.86

---------------------------------------------------------------------------------------------------------------------
TOTAL FLORIDA OFFICE                             297,429         95.4           3,648          0.77           12.86
---------------------------------------------------------------------------------------------------------------------

POLK COUNTY, IOWA
WEST DES MOINES
2600 Westown Parkway ...........    1988          72,265         97.5           1,125          0.24           15.97

---------------------------------------------------------------------------------------------------------------------
TOTAL IOWA OFFICE                                 72,265         97.5           1,125          0.24           15.97
---------------------------------------------------------------------------------------------------------------------

DOUGLAS COUNTY, NEBRASKA
OMAHA
210 South 16th Street ..........    1894         319,535         93.4           3,252          0.69           10.90

---------------------------------------------------------------------------------------------------------------------
TOTAL NEBRASKA OFFICE                            319,535         93.4           3,252          0.69           10.90
---------------------------------------------------------------------------------------------------------------------

TOTAL OFFICE PROPERTIES                       22,746,211         97.4         424,712         89.66           19.16
=====================================================================================================================

</TABLE>


                                       48
<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          3/31/00        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           77.7          425           0.09             8.48
5 Terri Lane ................       1992        74,555           62.2          464           0.10            10.01
MOORESTOWN
2 Commerce Drive (4) ........       1986        49,000          100.0          362           0.08             7.40
101 Commerce Drive ..........       1988        64,700          100.0          336           0.07             5.19
102 Commerce Drive (4) ......       1987        38,400           87.5          176           0.04             5.23
201 Commerce Drive ..........       1986        38,400          100.0          197           0.04             5.13
202 Commerce Drive (4) ......       1988        51,200          100.0          269           0.06             5.26
1 Executive Drive ...........       1989        20,570           91.2           85           0.02             4.53
2 Executive Drive (4) .......       1988        60,800          100.0          458           0.10             5.23
101 Executive Drive .........       1990        29,355           45.8          134           0.03             9.97
102 Executive Drive .........       1990        64,000           90.0          414           0.09             7.19
225 Executive Drive .........       1990        50,600          100.0          314           0.07             6.21
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          360           0.08            11.36
840 North Lenola ............       1995        38,300          100.0          271           0.06             7.08
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          220           0.05             8.66
50 Twosome Drive ............       1997        34,075          100.0          269           0.06             7.89
WEST DEPTFORD
1451 Metropolitan Drive .....       1996        21,600          100.0          148           0.03             6.85

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           85.3          446           0.09            11.42
300 Horizon Drive ...........       1989        69,780           73.8          876           0.18            17.01
500 Horizon Drive ...........       1990        41,205           51.7          356           0.08            16.71

MONMOUTH COUNTY, NEW JERSEY
WALL TOWNSHIP
1325 Campus Parkway .........       1988        35,000           18.4          253           0.05            39.29
1340 Campus Parkway .........       1992        72,502           94.6          786           0.17            11.46
1345 Campus Parkway .........       1995        76,300          100.0          705           0.15             9.24
1433 Highway 34 .............       1985        69,020           65.3          451           0.10            10.01
1320 Wykoff Avenue ..........       1986        20,336            0.0           20           0.00             0.00
1324 Wykoff Avenue ..........       1987        21,168          100.0          192           0.04             9.07

PASSAIC COUNTY, NEW JERSEY
TOTOWA
1 Center Court ..............       1999        38,961          100.0          143           0.03             9.71
2 Center Court ..............       1998        30,600           99.3          350           0.07            11.52
11 Commerce Way .............       1989        47,025          100.0          441           0.09             9.38
20 Commerce Way .............       1992        42,540          100.0          392           0.08             9.21
29 Commerce Way .............       1990        48,930          100.0          475           0.10             9.71
40 Commerce Way .............       1987        50,576          100.0          561           0.12            11.09
45 Commerce Way .............       1992        51,207          100.0          481           0.10             9.39
60 Commerce Way .............       1988        50,333           84.3          317           0.07             7.47
80 Commerce Way .............       1996        22,500           93.3          266           0.06            12.67

</TABLE>


                                       49
<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          3/31/00        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         96.2           301          0.06            12.72
120 Commerce Way .................  1994           9,024        100.0            91          0.02            10.08
140 Commerce Way .................  1994          26,881         99.5           273          0.06            10.21

---------------------------------------------------------------------------------------------------------------------
TOTAL NEW JERSEY OFFICE/FLEX                   1,943,593         85.2        14,223          3.03             8.59
---------------------------------------------------------------------------------------------------------------------

WESTCHESTER COUNTY, NEW YORK
ELMSFORD
11 Clearbrook Road ...............  1974          31,800        100.0           331          0.07            10.41
75 Clearbrook Road ...............  1990          32,720        100.0           816          0.17            24.94
150 Clearbrook Road ..............  1975          74,900        100.0         1,048          0.22            13.99
175 Clearbrook Road ..............  1973          98,900         98.5         1,435          0.30            14.73
200 Clearbrook Road ..............  1974          94,000         99.8         1,170          0.25            12.47
250 Clearbrook Road ..............  1973         155,000         94.5         1,228          0.26             8.38
50 Executive Boulevard ...........  1969          45,200         97.2           384          0.08             8.74
77 Executive Boulevard ...........  1977          13,000        100.0           167          0.04            12.85
85 Executive Boulevard ...........  1968          31,000         96.5           392          0.08            13.10
300 Executive Boulevard ..........  1970          60,000         99.7           577          0.12             9.65
350 Executive Boulevard ..........  1970          15,400         98.8           243          0.05            15.97
399 Executive Boulevard ..........  1962          80,000        100.0           958          0.20            11.98
400 Executive Boulevard ..........  1970          42,200        100.0           627          0.13            14.86
500 Executive Boulevard ..........  1970          41,600        100.0           571          0.12            13.73
525 Executive Boulevard ..........  1972          61,700         99.8           840          0.18            13.64
1 Westchester Plaza ..............  1967          25,000        100.0           294          0.06            11.76
2 Westchester Plaza ..............  1968          25,000        100.0           439          0.09            17.56
3 Westchester Plaza ..............  1969          93,500         98.5         1,106          0.23            12.01
4 Westchester Plaza ..............  1969          44,700         99.8           626          0.13            14.03
5 Westchester Plaza ..............  1969          20,000        100.0           284          0.06            14.20
6 Westchester Plaza ..............  1968          20,000        100.0           285          0.06            14.25
7 Westchester Plaza ..............  1972          46,200        100.0           649          0.14            14.05
8 Westchester Plaza ..............  1971          67,200        100.0           860          0.18            12.80
HAWTHORNE
200 Saw Mill River Road ..........  1965          51,100        100.0           638          0.13            12.49
4 Skyline Drive ..................  1987          80,600        100.0         1,230          0.26            15.26
8 Skyline Drive ..................  1985          50,000         98.9           741          0.16            14.98
10 Skyline Drive .................  1985          20,000        100.0           283          0.06            14.15
11 Skyline Drive .................  1989          45,000        100.0           679          0.14            15.09
12 Skyline Drive (4) .............  1999          46,850        100.0           699          0.15            14.91
15 Skyline Drive .................  1989          55,000        100.0           860          0.18            15.64

YONKERS
100 Corporate Boulevard ..........  1987          78,000         98.2         1,177          0.25            15.37
200 Corporate Boulevard South.....  1990          84,000         99.8         1,392          0.29            16.60
4 Executive Plaza ................  1986          80,000         99.9         1,028          0.22            12.86
6 Executive Plaza ................  1987          80,000         88.6           987          0.21            12.34
1 Odell Plaza ....................  1980         106,000        100.0         1,294          0.27            12.21
5 Odell Plaza ....................  1983          38,400         99.6           497          0.10            12.99
7 Odell Plaza ....................  1984          42,600         99.6           666          0.14            15.70

---------------------------------------------------------------------------------------------------------------------
TOTAL NEW YORK OFFICE/FLEX                     2,076,570         99.2        27,501          5.78            13.35
---------------------------------------------------------------------------------------------------------------------

</TABLE>


                                       50
<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          3/31/00        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           99.7         1,430         0.30             16.30
500 West Avenue .............       1988         25,000          100.0           340         0.07             13.60
550 West Avenue .............       1990         54,000          100.0           816         0.17             15.11
600 West Avenue (4) .........       1999         66,000          100.0           453         0.10              6.87
650 West Avenue .............       1998         40,000          100.0           633         0.13             15.83

---------------------------------------------------------------------------------------------------------------------
TOTAL CONNECTICUT OFFICE/FLEX                   273,000           99.9         3,672         0.77             13.47
---------------------------------------------------------------------------------------------------------------------


TOTAL OFFICE/FLEX PROPERTIES                  4,293,163           92.9        45,396         9.58             11.38
=====================================================================================================================

</TABLE>


                                       51
<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          3/31/00        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          1,921          0.41          10.09
5 Warehouse Lane ....................      1957          75,100          97.1            708          0.15           9.71
6 Warehouse Lane ....................      1982          22,100         100.0            513          0.11          23.21

----------------------------------------------------------------------------------------------------------------------------
TOTAL INDUSTRIAL/WAREHOUSE PROPERTIES                   387,400          98.1          3,602          0.76           9.48
----------------------------------------------------------------------------------------------------------------------------


TOTAL OFFICE, OFFICE/FLEX,
  AND INDUSTRIAL/WAREHOUSE
  PROPERTIES                                         27,426,774          96.7        473,710        100.00          17.85
============================================================================================================================

</TABLE>

(1)   Based on all leases in effect as of March 31, 2000.
(2)   Total base rent for 12 months ended March 31, 2000, determined in
      accordance with generally accepted accounting principles ("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 March 31, 2000, amounts are annualized, as per Note 4.
(3)   Base rent for the 12 months ended March 31, 2000 divided by net rentable
      square feet leased at March 31, 2000. For those properties acquired or
      placed in service during 12 months ended March 31, 2000, amounts are
      annualized, as per Note 4.
(4)   As this property was acquired or placed in service during the 12 months
      ended March 31, 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 March 31, 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 April 2000.

--------------------


                                       52
<PAGE>

FUNDS FROM OPERATIONS

The Operating Partnership considers funds from operations ("FFO"), after
adjustment for straight-lining of rents, 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 and significant
non-recurring items, and sales of 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.

NAREIT's definition of funds from operations indicates that the calculation
should be made before any extraordinary item (determined in accordance with
GAAP), and before any deduction of significant non-recurring events that
materially distort the comparative measurement of the Operating Partnership's
performance.

Funds from operations for the three months ended March 31, 2000 and 1999 as
calculated in accordance with NAREIT's definition as published in October 1999,
after adjustment for straight-lining of rents, are summarized in the following
table (IN THOUSANDS):

<TABLE>
<CAPTION>

                                                              Three Months Ended March 31,
                                                                 2000             1999
------------------------------------------------------------------------------------------
<S>                                                           <C>              <C>
      Income before non-recurring charges,
          gain on sale of rental property,
          distributions to preferred unitholders,
          minority interest and extraordinary item             $ 47,681         $ 40,813
      Add: Real estate-related depreciation and
          amortization (1)                                       22,718           22,951
      Deduct: Rental income adjustment for
        straight-lining of rents (2)                             (2,190)          (3,545)
      Minority interests: partially-owned properties             (2,090)            --
------------------------------------------------------------------------------------------
      Funds from operations, after adjustment
          for straight-lining of rents, before
          distributions to preferred unitholders               $ 66,119         $ 60,219
      Deduct: Distributions to preferred unitholders             (3,869)          (3,869)
------------------------------------------------------------------------------------------
      Funds from operations, after adjustment for
          straight-lining of rents, after distributions
          to preferred unitholders                             $ 62,250         $ 56,350
==========================================================================================
      Cash flows provided by operating activities              $ 39,038         $ 59,654
      Cash flows used in investing activities                  $(36,257)        $(43,459)
      Cash flows used in financing activities                  $ (5,278)        $ (9,598)
------------------------------------------------------------------------------------------
      Basic weighted average units outstanding (3)               66,428           67,011
------------------------------------------------------------------------------------------
      Diluted weighted average units outstanding (3)             73,191           73,975
------------------------------------------------------------------------------------------

</TABLE>

(1)   Includes the Operating Partnership's share from unconsolidated joint
      ventures of $734 and $1,101 for 2000 and 1999, respectively.
(2)   Includes the Operating Partnership's share from unconsolidated joint
      ventures of $57 and $(18) for 2000 and 1999, respectively.
(3)   See calculations for the amounts presented in the following
      reconciliation.


                                       53
<PAGE>

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

                                                    Three Months Ended March 31,
                                                         2000          1999
--------------------------------------------------------------------------------
Basic weighted average units:                           66,428        67,011
Add: Weighted average preferred units                    6,618         6,692
       (after conversion to common units)
Stock options                                              145           272
--------------------------------------------------------------------------------
Diluted weighted average units:                         73,191        73,975
================================================================================

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.


                                       54
<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
March 31, 2000 ranged from LIBOR plus 65 basis points to LIBOR plus 90 basis
points.

<TABLE>
<CAPTION>

MARCH 31, 2000

LONG-TERM
DEBT, INCLUDING                                                                                             FAIR
CURRENT PORTION       2000       2001       2002       2003        2004      THEREAFTER      TOTAL          VALUE
----------------      ----       ----       ----       ----        ----      ----------      -----          -----
<S>                 <C>       <C>         <C>       <C>         <C>          <C>         <C>            <C>
Fixed Rate......     $7,847    $  7,468    $3,458    $195,611    $312,195     $713,512    $1,240,091     $1,181,360
Average Interest
   Rate.........       6.93%       7.44%     8.20%       7.30%       7.34%        7.19%         7.24%

Variable Rate                  $216,208                                       $ 72,204    $  288,412     $  288,412

</TABLE>


                                       55
<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.


                                       56
<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
-------        -------------
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            Shareholder Rights Agreement, dated as of July 6, 1999, between
               Mack-Cali Realty Corporation and ChaseMellon Shareholder
               Services, LLC, as Rights Agent (filed as Exhibit 4.1 to the
               Operating Partnership's Form 8-K dated July 6, 1999 and
               incorporated herein by reference).

4.2            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).

4.3            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).

4.4            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).


                                       57
<PAGE>

EXHIBIT
NUMBER         EXHIBIT TITLE
-------        -------------
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).

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).


                                       58
<PAGE>

EXHIBIT
NUMBER         EXHIBIT TITLE
-------        -------------
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).

*10.18         Agreement of Sale and Purchase, dated as of January 31, 2000, by
               and between Grove Street Associates of Jersey City Limited
               Partnership and Cal-Grove Street Urban Renewal Associates L.P.
               and Commerzleasing und Immobilien GmbH and Germania of America,
               Inc.

*27            Financial Data Schedule

(b)     Reports on Form 8-K

        During the first quarter of 2000, the Operating Partnership filed a
report on Form 8-K dated March 7, 2000, reporting under Item 5 that the General
Partner amended and restated its Shareholder Rights Agreement dated as of July
6, 1999, among the General Partner and ChaseMellon Shareholder Services, LLC
("Chase Mellon") to reflect, among other things, the replacement by the General
Partner of ChaseMellon with EquiServe as the Rights Agent.


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


                                       59
<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: May 12, 2000                      /s/ Mitchell E. Hersh
                                        ----------------------------------------
                                        Mitchell E. Hersh
                                        Chief Executive Officer


Date: May 12, 2000                      /s/ Barry Lefkowitz
                                        ----------------------------------------
                                        Barry Lefkowitz
                                        Executive Vice President &
                                        Chief Financial Officer


                                       60