**Exhibit 10.481**

 

**ASSIGNMENT**

 

This Assignment is made as of the 28thday of December, 2004 by **INLAND REAL ESTATEACQUISITIONS, INC.,** an Illinois corporation (“Assignor”) to and forthe benefit of **INLAND WESTERN PHENIX CITY,L.L.C.,** a Delaware limited liability company (“Assignee”).

 

Assignor does hereby sell, assign, transfer, set over and convey untoAssignee all of its right, title and interest as Buyer under into that certainReal Estate Sale Agreement for the purchase and sale of a Shopping Center datedas of November 15, 2004, as amended and entered into by Regency RealtyGroup, Inc., a Florida corporation, as Seller, and Assignor, as Buyer(collectively,  the “Agreement”), for thesale and purchase of the property described by the Agreement, located in PhenixCity, Alabama.

 

Assignor represents and warrants that it is the Buyer under theAgreement, and that it has not sold, assigned, transferred, or encumbered suchinterest in any way to any other person or entity. By acceptance hereof,Assignee accepts the foregoing assignment and agrees, from and after the datehereof, to (i) perform all of the obligations of Buyer under the Agreement, and(ii) indemnify, defend, protect and hold Assignor harmless from and against allclaims and liabilities arising under the Agreement.

 

IN WITNESS WHEREOF, Assignor and Assignee have executed this instrumentas of the date first written above.

 

 
|   | **ASSIGNOR:**                                                                                |
|--------|----------------------------------------------------------------------------------------------|
|   | ** **                                                                                   |
|   | INLAND REAL ESTATE  ACQUISITIONS, INC.  an Illinois corporation                              |
|   |                                                                                         |
|   | By:                                                                                          | /s/ Jason A. Lazarus |   |
|   | Name:                                                                                        | Jason A. Lazarus |   |
|   | As Its:                                                                                      | V.P. |   |
|   |                                                                                         |
|   |                                                                                         |
|   | **ASSIGNEE:**                                                                                |
|   |                                                                                         |
|   | INLAND WESTERN PHENIX  CITY, L.L.C.,  a Delaware limited liability company                   |
|   |                                                                                         |
|   | By: Inland Western Retail  Real Estate Trust, Inc.,  a Maryland corporation, its sole member |
|   |                                                                                         |
|   | By:                                                                                          | [ILLEGIBLE] |   |
|   | Name:                                                                                        | [ILLEGIBLE] |   |
|   | As Its:                                                                                      | [ILLEGIBLE] |   |
|        |                                                                                              |  |  |  |

 

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