<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM 10-K

For Annual and Transition Reports pursuant to Sections 13 and 15(d) of the
Securities Exchange Act of 1934

     (Mark One)
         [_]     Annual Report Pursuant to Section 13 or 15(d) of the Securities
                 Exchange Act of 1934 for the fiscal year ended ____________

                                       OR

         [X]     Transition report pursuant to Section 13 or 15(d) of
                 the Securities Exchange Act of 1934 for the transition period
                 from January 1, 2002 to June 30, 2002

                         Commission File Number: 1-14979
                        ---------------------------------
                        CABOT INDUSTRIAL PROPERTIES, L.P.
             (Exact name of registrant as specified in its charter)
             ------------------------------------------------------

                  Delaware                             04-3397874
                  -----------------------------------------------
      (State or other jurisdiction of       (I.R.S. Employer Identification No.)
      incorporation or organization)


         875 North Michigan Avenue, 41st Floor, Chicago, Illinois 60611
         --------------------------------------------------------------
               (Address of principal executive offices) (Zip code)

       Registrant's telephone number, including area code: (312) 266-9300

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

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

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days /1/. Yes__    No X
                                                   -

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. X
           -

State the aggregate market value of the voting stock held by non-affiliates of
the registrant: Not applicable. No market for the registrant's partnership units
exists and therefore, a market value for such units cannot be determined.

/1/ The registrant files reports required to be filed by Section 13 and 15(d) of
the Securities and Exchange Act of 1934 in compliance with a covenant in the
Indenture dated as of April 30, 1999, as supplemented on May 4, 1999 and
September 7, 2000, by and among the registrant, Cabot Industrial Trust and Bank
of New York as trustee, requiring it to do so.

                       DOCUMENTS INCORPORATED BY REFERENCE

Certain documents incorporated by reference in this Form 10-K are listed in the
Exhibit Index.

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<TABLE>
<CAPTION>

                                TABLE OF CONTENTS

Description                                                                Page
<S>                                                                        <C>
PART I

Item 1.    Business                                                           1
Item 2.    Properties                                                        11
Item 3.    Legal Proceedings                                                 21
Item 4.    Submission of Matters to a Vote of Security Holders               21

PART II

Item 5.    Market for Registrant's Common Equity and Related Stockholder
           Matters                                                           22
Item 6.    Selected Financial Data                                           23
Item 7.    Management's Discussion and Analysis of Financial Condition
           and Results of Operations                                         24
Item 7A.   Quantitative and Qualitative Disclosures About Market Risk        37
Item 8.    Financial Statements and Supplementary Data                       38
Item 9.    Changes in and Disagreements with Accountants on Accounting
           and Financial Disclosure                                          78

PART III

Item 10.   Directors and Executive Officers of Registrant                    78
Item 11.   Executive Compensation                                            81
Item 12.   Security Ownership of Certain Beneficial Owners and Management
           and Related Stockholder Matters                                   84
Item 13.   Certain Relationships and Related Transactions                    84

PART IV

Item 14.   Exhibits and Reports on Form 8-K                                  87

SIGNATURES                                                                   86
</TABLE>

<PAGE>

Certain statements regarding Cabot L.P. contained in this Transition Report on
Form 10-K, including statements contained in "Item 1. Business" and "Item 7.
Management's Discussion and Analysis of Financial Condition and Results of
Operations" are forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities Exchange Act of
1934. These forward-looking statements are based on current expectations,
estimates and projections about the industry and markets in which Cabot L.P.
operates, management's beliefs and assumptions made by management. Words such as
"expects", "anticipates", "intends", "plans", "believes", "seeks", "estimates"
and variations of such words and similar expressions are intended to identify
such forward-looking statements. Such forward-looking statements are subject to
various known and unknown risks and uncertainties and are not guarantees of
future performance and involve risks and uncertainties. Actual outcomes and
results may differ materially from what is expressed or suggested by such
forward-looking statements and readers of this document should not rely on them.
Cabot L.P.'s operating results depend primarily on income from industrial
properties, which may be affected by various factors, including changes in
national and local economic conditions, competitive market conditions,
uncertainties and costs related to and the imposition of conditions on receipt
of governmental approvals and costs of material and labor, all of which may
cause actual results to differ materially from what is expressed herein. Capital
and credit market conditions that affect Cabot L.P.'s cost of capital also
influence operating results. All such forward-looking statements are current
only as of the date on which such statements are made. Cabot L.P. does not
undertake any obligation to publicly update any forward-looking statement to
reflect events or circumstances after the date on which such statement is made
or to reflect the occurrence of unanticipated events.

                                     PART I

Item 1.     Business

Cabot Industrial Properties, L.P.

Cabot Industrial Properties, L.P. ("Cabot L.P.") was organized on October 10,
1997 as a Delaware limited partnership to continue and expand the national
industrial real estate business of Cabot Partners Limited Partnership ("Cabot
Partners"). The sole general partner of Cabot L.P. is Cabot Industrial Trust
("Cabot Trust"), a Maryland real estate investment trust. Cabot L.P. and Cabot
Trust are organized in what is commonly referred to as an umbrella partnership,
or "UPREIT" structure, meaning that all of Cabot Trust's properties are held and
its business is conducted primarily through Cabot L.P. At June 30, 2002, Cabot
Trust held a 100% partnership interest in Cabot L.P. (exclusive of preferred
units). Cabot L.P.'s outstanding equity consists of common units of limited
partnership interests ("Common Units") and cumulative redeemable perpetual
preferred units ("Preferred Units").

On October 28, 2001, Cabot L.P. and Cabot Trust entered into an Agreement and
Plan of Merger (the "Merger Agreement") with Calwest Industrial Properties, LLC
("Calwest"), which is a joint venture between the California Public Employees'
Retirement System ("CalPERS") and RREEF America L.L.C. and its affiliates
("RREEF"), and Rooster Acquisition Corp., a wholly-owned subsidiary of Calwest
("Rooster"), pursuant to which, among other things, Calwest agreed to acquire
Cabot Trust by making a tender offer for all of Cabot Trust's outstanding common
shares of beneficial interest and then merging Rooster with and into Cabot
Trust.

On December 4, 2001 Rooster closed the tender offer and on December 5, 2001
purchased 97% of the outstanding common shares of beneficial interest. On
December 7, 2001, Calwest acquired all of Cabot Trust's remaining outstanding
common shares of beneficial interest pursuant to the merger of Rooster with and
into Cabot Trust, with Cabot Trust surviving as a wholly-owned subsidiary of
Calwest. In January 2002, 146 individuals became the owners of less than 0.1% of
common shares of beneficial interest of Cabot Trust.

The UPREIT structure was unaffected by the merger transactions ("the Merger").
However, Cabot Trust became an externally-managed private REIT which, through
Cabot L.P., leases, manages, holds for investment, acquires, or develops
industrial real estate properties in principal markets throughout the United
States. In conjunction with the Merger, Cabot L.P. engaged RREEF, an investment
manager, and an affiliate of one of the members in Calwest, to provide asset
and property management, acquisition, disposition and development services.
RREEF manages over $18 billion in pension fund real estate investments for over
225 corporate, public and international clients. Its activities include private
and public market equity investments ranging from core investments to higher
return/higher risk holdings, including development. RREEF also provides
investment services to Calwest.

On August 1, 2002, Cabot L.P., pursuant to an Agreement of Sale dated June 28,
2002, sold to CalEast Industrial Investors, LLC ("CalEast") all of its interest
in Cabot Acquisition, LLC, a wholly-owned subsidiary of Cabot L.P. ("Cabot
Acquisition") for $375,450,000, of which amount $300,450,000 was paid in cash
and $75,000,000 was paid by the assumption of mortgage loans issued by Teachers
Insurance and Annuity Association of America ("TIAA") to Cabot L.P. The assets
sold included 46 buildings (the "Property", which is included within Assets Held
for Sale),constituting approximately 16% of the assets of Cabot L.P., all of the
improvements, leases, license and permits, and personal property which affects
the Property, and all of Cabot Acquisition's service contracts and agreements
(collectively, the "Assets"). The purchase price represented the fair market
value of the Assets as of June 30, 2002, as determined by appraisers appointed
by Calwest, less $75 million, constituting the outstanding principal balance of
the assumed mortgage loans issued by TIAA to Cabot L.P., which mortgage loans
were assumed by CalEast at the closing.

Ninety-eight percent (98%) of the membership interest in Calwest is owned by
CalPERS. Further, ninety-eight percent (98%) of the membership interest of
CalEast is owned by CalPERS.

At June 30, 2002, Cabot L.P. owned a geographically diversified portfolio of 382
industrial properties having an aggregate of approximately 43.5 million rentable
square feet, approximately 91% of which space was leased to 774 tenants
(excluding Assets Held for Sale, 332 industrial properties having an aggregate
of approximately 34.6 million rentable square feet, approximately 93% of which
space was leased to 690 tenants). The properties are located in 20 (17 excluding
Assets Held for Sale) states in each of the five principal regions (West,
Midwest, Northeast, Southeast and Southwest) of the United States. As of June
30, 2002, no single tenant accounted for more than 2.0% of Cabot L.P.'s total
annualized net rent (0.9% excluding Assets Held for Sale).

                                       1

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Cabot L.P. offers a broad spectrum of industrial property types to meet the
diverse needs of its tenants. Its properties have historically been grouped into
three general types: bulk distribution properties, multitenant distribution
properties and workspace properties (light industrial, research and development
(R&D) and similar facilities).

Cabot L.P.'s goal is to provide increasing levels of cash flows to its common
limited partnership unitholder through its diversified investments in industrial
real estate by serving a variety of industrial space users. As of June 30, 2002,
Cabot L.P. has a significant market presence across the United States, with
properties in a total of 20 markets, including 13 markets in which Cabot L.P.
owns properties with more than one million rentable square feet (excluding
Assets Held for Sale, 18 markets, including 11 markets in which Cabot L.P. owns
properties with more than one million rentable square feet). Its tenant base
ranges from large national distributors using industrial space in multiple
locations, to smaller companies using single workspace properties. Cabot L.P.
believes that its geographic diversification and substantial presence in
multiple markets is a strategic advantage that allows it to serve industrial
space users with multiple site and industrial property type requirements, to
compete more effectively in its individual markets and to respond quickly to
acquisition opportunities as they arise.

In addition to acquiring existing industrial properties on a selective basis,
Cabot L.P. is engaged in the development and construction of new properties. The
construction and leasing functions of its development activities are conducted
through relationships with local builders selected by Cabot L.P. As of June 30,
2002, in addition to 10 properties that became fully leased in 2002, Cabot L.P.
had 3 development projects that have reached shell completion or are under
construction with total projected development costs of approximately $18.6
million. The 3 projects are located in 3 of Cabot L.P.'s existing submarkets and
involve construction of two of Cabot L.P.'s principal property types. Six
percent of the square footage of these development projects has been leased as
of June 30, 2002.

In April 2002, Cabot L.P. changed its fiscal year end from December 31 to June
30 in order to conform to Calwest's fiscal year end. References to "fiscal year
2002", "fiscal year 2001" and "fiscal year 2000" herein are for the six months
ended June 30, 2002 and years ended December 31, 2001 and 2000, respectively.

Cabot L.P. is treated as a partnership under the Internal Revenue Code of 1986
(the "Code"), as amended. As a partnership, Cabot L.P. is not generally subject
to federal or state income taxes as the partners report their respective shares
of net taxable income on their individual returns.

Cabot L.P.'s principal executive offices are located at 875 North Michigan
Avenue, 41st Floor, Chicago, Illinois 60611, and its telephone number is (312)
266-9300.

Formation Transactions; Tender and Merger Transactions; Organizational Structure

In February 1998, Cabot Trust completed an initial public offering of 8,625,000
common shares of beneficial interest ("Common Shares") and a private placement
of 1,000,000 Common Shares, in each case at an offering price of $20.00 per
Common Share (collectively, the "Offerings"). Concurrently with the completion
of the Offerings, Cabot Trust also completed a series of business combinations
(the "Formation Transactions") involving Cabot Partners and a number of
property-owning entities, including both entities organized by Cabot Partners
and its institutional advisory clients, and institutional investors that had no
prior relationship with Cabot Partners (collectively, the "Contributing
Investors"). The Formation Transactions resulted, among other things, in the
transfer of ownership of 122 industrial properties to Cabot L.P.

Cabot Trust's interest in Cabot L.P. entitles it to share in cash distributions
from, and in the profits and losses of, Cabot L.P. in proportion to Cabot
Trust's percentage ownership (apart from tax allocations of profits and losses
to take into account pre-contribution property appreciation). At June 30, 2002,
Cabot Trust owned 100% of the common equity of Cabot L.P.

                                       2

<PAGE>

As the general partner of Cabot L.P., Cabot Trust has the exclusive power under
the agreement of limited partnership to manage and conduct the business of Cabot
L.P. Cabot Trust currently holds one Common Unit in Cabot L.P. for each Common
Share that it has issued. The net proceeds of the issuance of Common Shares of
Cabot Trust are required by the Second Amended and Restated Agreement of Limited
Partnership of Cabot L.P. (the "Partnership Agreement") to be contributed to
Cabot L.P. in exchange for a corresponding number of Common Units of partnership
interest.

On October 28, 2001, Cabot L.P. and Cabot Trust entered into the Merger
Agreement with Calwest and Rooster pursuant to which, among other things,
Calwest agreed to acquire Cabot Trust by making a tender offer for all of Cabot
Trust's outstanding Common Shares and then merging Rooster with and into Cabot
Trust.

On November 5, 2001, pursuant to the Merger Agreement, Rooster and Calwest
commenced a tender offer to purchase all of Cabot Trust's outstanding Common
Shares at a price of $24.00 per share in cash. On December 4, 2001, all
outstanding Common Units of limited partnership interest in Cabot L.P., other
than those held by Cabot Trust, were exchanged for Common Shares of Cabot Trust
and such shares were tendered to Rooster and Calwest pursuant to the tender
offer. As a result, Cabot Trust became the sole holder of Common Units of
limited partnership interest in Cabot L.P. The tender offer expired at 12:00
midnight New York City time on December 4, 2001, and on December 5, 2001,
Rooster and Calwest announced that they had accepted all 42,388,440 Common
Shares of Cabot Trust that were tendered pursuant to the tender offer. Such
shares constituted 97% of Cabot Trust's outstanding Common Shares.

On December 7, 2001, Calwest acquired all of Cabot Trust's remaining outstanding
Common Shares pursuant to the merger of Rooster with and into Cabot Trust, with
Cabot Trust surviving as a wholly-owned subsidiary of Calwest through December
31, 2001. In January 2002, 146 individuals became owners of less than 0.1% of
Common Shares of Cabot Trust.

On August 1, 2002, Cabot L.P., pursuant to an Agreement of Sale dated June 28,
2002, sold to CalEast all of its interest in Cabot Acquisition, a wholly-owned
subsidiary of Cabot L.P. for $375,450,000, of which amount $300,450,000 was paid
in cash and $75,000,000 was paid by the assumption of mortgage loans issued by
TIAA to Cabot L.P. The assets sold included 46 buildings (the "Property", which
is included within Assets Held for Sale), constituting approximately 16% of the
assets of Cabot L.P., all of the improvements, leases, license and permits, and
personal property which affects the Property, and all of Cabot Acquisition's
service contracts and agreements (collectively, the "Assets"). The purchase
price represented the fair market value of the Assets as of June 30, 2002, as
determined by appraisers appointed by Calwest, less $75 million, constituting
the outstanding principal balance of the assumed mortgage loans issued by TIAA
to Cabot L.P., which mortgage loans were assumed by CalEast at the closing.

Business Strategies

Cabot L.P.'s fundamental business objective is to maximize the total return to
its common limited partnership unitholder through growth in its cash flow from
operating activities and cash available for distribution per Common Unit and in
the value of its portfolio of industrial properties. Cabot L.P. believes that it
is well positioned to take advantage of the opportunities presented by today's
changing industrial real estate markets through the business strategies and
operations described below.

Leveraging Substantial National Market Presence - Cabot L.P. believes that
controlling a significant market presence in its principal markets across the
country is an important factor in achieving its targeted returns on investment.
It will continue to concentrate its holdings in principal industrial markets
across the country and respond to demand for space by national tenants. New
acquisitions will be concentrated in such top-tier markets and existing holdings
in secondary markets will be evaluated for disposition.

                                       3

<PAGE>

Cabot L.P. believes that its substantial presence in its principal markets
provides significant strategic advantages. Among these advantages is that,
through RREEF's national tenant marketing program, Cabot L.P. is well positioned
to market its industrial space to national companies and third-party logistics
companies who have space requirements in multiple markets. The national tenant
marketing program emphasizes the advantages of dealing with a single source for
a company's industrial space needs and complements the quality and attractive
locations of Cabot L.P.'s properties. Further advantages of the national tenant
marketing program include greater efficiency of lease negotiations and
day-to-day property management, as well as better understanding of the tenants'
current needs and prospective space requirements. Cabot L.P. serves 45 tenants
in multiple properties (42 tenants excluding Assets Held for Sale). These
tenants accounted for approximately 17% of Cabot L.P.'s annualized net rents as
of June 30, 2002.

Cabot L.P. believes that having a substantial inventory of properties and
significant leasing activities within each local market increases its visibility
to prospective tenants and enables it to establish strong relationships with
leasing brokers and other local market participants. These brokers and market
participants serve as sources of information and potential tenant referrals. In
addition, large inventories increase Cabot L.P.'s opportunities to relocate
tenants to one or more of its other properties as their needs change.

Serving a Variety of Tenants by Offering a Broad Spectrum of Industrial Property
Types

Cabot L.P. believes that its strategy of offering a variety of industrial
property types provides complementary benefits in meeting Cabot L.P.'s operating
objectives. Offering a broad spectrum of industrial property types and Cabot
L.P.'s size and professional management through its investment manager, enable
Cabot L.P. to provide better service, on a more cost-efficient basis, to
national customers who need various types of workspace properties, in addition
to distribution space, for their local operations. At the same time, offering a
variety of industrial property types suitable for smaller companies enables
Cabot L.P. to capture a larger share of the growth in its chosen industrial
property markets. Cabot L.P.'s strategy of offering diverse industrial property
types also enables Cabot L.P. to pursue opportunities as they arise within its
existing tenant base by responding to shifts in demand at different stages of
the economic cycle.

Operating Strategies

Cabot L.P. intends to achieve its cash flow objectives through a combination of
internal growth, limited new development, strategic property acquisitions and
sales of certain assets.

Internal Growth

Cabot L.P.'s primary internal growth strategy is to increase the cash flow
generated by its properties by renewing or replacing expiring leases with new
leases at higher rental rates and by incorporating periodic rent increases in
its leases. In addition, Cabot L.P. works actively to (i) maintain its
historically high occupancy levels by retaining existing tenants, thereby
minimizing "down time" and re-leasing costs, (ii) improve the occupancy levels
of its properties, (iii) capitalize on economies of scale arising from the size
of its portfolio of properties and (iv) control costs. Cabot L.P. also seeks
internal growth by converting its properties to more intensive, higher-margin
uses, if and to the extent that suitable opportunities to do so arise. Leases
covering approximately 18.8% and 18.6% of the total rentable space of Cabot
L.P.'s properties will expire in fiscal year 2003 and 2004 (excluding Assets
Held for Sale, 19.8% and 19.0%), respectively.

Development

Cabot L.P. believes there are attractive opportunities in select markets for new
development with potentially greater returns than those available from the
ownership or purchase of existing stabilized properties. Cabot L.P. pursues
development opportunities on a very selective basis in those markets in which it
owns land and believes that the supply and demand balance will provide targeted
returns, and will purchase land to construct buildings for new or existing
tenants on a build-to-suit basis. Cabot L.P. also regularly engages its existing
tenants in discussions about future space needs and, based on such discussions,
believes that financially attractive build-to-suit opportunities from its tenant
base may be available from time to time. Cabot L.P. executes its development
activities by engaging local or regional builders to perform construction and
leasing functions.

                                       4

<PAGE>

Acquisitions

Cabot L.P. seeks to acquire additional modern, high-quality properties in
attractive submarkets within the industrial markets that it currently serves
that provide a strategic advantage. Based upon the current capital market
conditions and its investment strategy, in the near term, Cabot L.P. expects to
reduce the pace of its acquisition program, compared to prior years, and acquire
properties on a very selective basis.

Investment Criteria

Cabot L.P. follows a disciplined, value-oriented strategy in its property
acquisitions. Cabot L.P. seeks to acquire modern, cost-efficient buildings
located in top-tier national distribution centers and centers of economic
growth. Cabot L.P.'s investment considerations include (i) yield on acquisition
cost, (ii) economic fundamentals in the market, (iii) replacement costs, (iv)
rent levels and trends, (v) construction quality and property condition, (vi)
historical occupancy rates, (vii) access to transportation, (viii) proximity to
housing, (ix) operating costs, and (x) location in modern industrial parks.

Emphasis on Market Research

Cabot L.P.'s property acquisitions are based on extensive research in each
targeted market regarding (i) economic and demographic trends, (ii) the supply
of and demand for industrial space in targeted submarkets, (iii) existing and
potential tenant space requirements, (iv) rent levels and trends and (v) the
physical characteristics of buildings within the market. Cabot L.P.'s research
includes extensive in-market activity by its investment manager, including
physical site inspections and continuing contacts with leasing brokers and other
local market participants in the local markets.

Dispositions

Subsequent to the Merger, Cabot L.P. initiated the process of re-evaluating its
portfolio and asset management strategies. Cabot L.P. is focused on producing
consistent and growing cash flow. As a result of its assessment, Cabot L.P. may
(i) consider selling certain assets or groups of assets to effect a change in
strategy, (ii) divest of assets with a risk profile considered too high when
compared to the historical and prospective returns, (iii) eliminate assets that
require a change in use or a large investment of capital to continue generating
returns, or (iv) eliminate assets that are in markets that have unfavorable
conditions that are expected to continue for an extended period of time.

As a result of this re-evaluation process, on August 1, 2002, Cabot L.P.,
pursuant to an Agreement of Sale dated June 28, 2002, sold to CalEast all of its
interest in Cabot Acquisition, a wholly-owned subsidiary of Cabot L.P. for
$375,450,000, of which amount $300,450,000 was paid in cash and $75,000,000 was
paid by the assumption of mortgage loans issued by TIAA to Cabot L.P. The assets
sold included 46 buildings (the "Property" which is included within Assets Held
for Sale),constituting approximately 16% of the assets of Cabot L.P., all of the
improvements, leases, license and permits, and personal property which affects
the Property, and all of Cabot Acquisition's service contracts and agreements
(collectively, the "Assets"). The purchase price represented the fair market
value of the Assets as of June 30, 2002, as determined by appraisers appointed
by Calwest, less $75 million, constituting the outstanding principal balance of
the assumed mortgage loans issued by TIAA to Cabot L.P., which mortgage loans
were assumed by CalEast at the closing.

Joint Venture Programs

During 2000, Cabot L.P. entered into separate joint venture arrangements with JP
Morgan Partners (formerly Chase Capital Partners), GE Capital Real Estate and
Teachers Insurance and Annuity Association - College Retirement Fund
(TIAA-CREF), (collectively, "the Joint Ventures"). Cabot L.P. (or one of its
wholly owned subsidiaries) is the managing member of the Joint Ventures. RREEF,
as investment manager of Cabot L.P. has assumed the day to day responsibilities
of managing the Joint Ventures. As of June 30, 2002, the Joint Ventures owned
$144.7 million of property consisting of 2.9 million square feet and Cabot
L.P.'s (including one of its wholly owned subsidiaries) investment in the Joint
Ventures totaled $18.0 million.

Subsequent to the Merger, Cabot L.P. is re-evaluating the merits of the Joint
Ventures and their compatibility with its long-term goals. Discussions are
underway with each partner to decide if each venture will continue or be
terminated. Cabot L.P. is not required to and will not make any further
investments through the Joint Ventures until those decisions are made. If the
decision to unwind the Joint Ventures is made, Cabot L.P. would expect to either
buy the Joint Venture interests from its partners, sell its joint venture
interests to its partners or market the assets of one or more of the Joint
Ventures for sale to third parties.

As the managing member of each Joint Venture, Cabot L.P. (or one of its
wholly-owned subsidiaries) is responsible for (i) handling the administration of
the Joint Venture, (ii) managing the day-to-day operations of the property held
by the Joint Venture, and (iii) overseeing construction and development in the
case of a Joint Venture with a property under development. Since the closing of
the Merger, these responsibilities have been performed by RREEF, who, as a
result, is paid the fees for services due to Cabot L.P. under the Joint Venture
Agreements. In addition, Cabot L.P. either has the power to recommend the sale
or refinancing of the property or, in certain Joint Ventures in which such
decisions are vested in the other partner, Cabot L.P. has the ability to cause
the sale or marketing of the property in accordance with preestablished
procedures in accordance with the Joint Venture operating agreement. Most major
decisions, such as material financings, would require the approval of both
partners of the Joint Venture and any disputes over such major decisions would
generally be resolved through the exercise of a buy-sell provision in the Joint
Venture operating agreement.

                                       5

<PAGE>

Policies

The following is a description of policies that have been adopted by Cabot
Trust's Board of Trustees for the conduct of the business of Cabot Trust and
Cabot L.P. These policies may be amended or revised from time to time without
Cabot Trust shareholder approval, except that shareholder approval is required
for Cabot Trust to change its policy of holding its assets and conducting its
business only through Cabot L.P. and its subsidiaries and other affiliates,
including Cabot Advisors, Inc. ("Cabot Advisors") and joint ventures in which
Cabot L.P. or a subsidiary may be a partner. In addition, changes in policies
with respect to conflicts of interest must be made in a manner consistent with
legal requirements.

Investment Policies

Cabot Trust conducts all of its investment activities through Cabot L.P., its
subsidiaries and other affiliates (including Cabot Advisors) and joint ventures
with institutional partners and may conduct future activities through additional
joint ventures in which Cabot L.P. or a subsidiary may be a partner. Cabot
L.P.'s investment policy is to purchase or build income-producing industrial
properties primarily for long-term capital appreciation and rental growth, and
to expand and improve its properties or to sell them, in whole or in part, when
the circumstances warrant.

Cabot L.P.'s property investments may be subject to existing mortgage and other
indebtedness or to indebtedness that may be incurred in connection with
acquiring or refinancing such investments. Debt service with respect to such
indebtedness will have a priority over any distributions with respect to the
Common Units and Preferred Units. Investments are also subject to Cabot L.P.'s
policy not to be treated as an investment company under the Investment Company
Act of 1940.

Cabot L.P. currently invests in existing improved properties and development
projects. It does not limit its investment or development activities to any
geographic area or product type or to a specified percentage of assets. While
Cabot L.P. intends to maintain diversity in its investments in terms of property
location, size and market, Cabot L.P. does not have any limit on the amount or
percentage of its assets that may be invested in any one property or any one
geographic area. Cabot Trust intends to conduct the investment and development
activities of Cabot L.P. in a manner that is consistent with the maintenance of
Cabot Trust's status as a REIT for federal income tax purposes.

Cabot L.P.'s current portfolio consists of, and its business objectives
emphasize, investments in industrial real estate. Cabot L.P. may also make or
invest in loans secured by mortgages or deeds of trust that are consistent with
Cabot Trust's continued qualification as a REIT for federal income tax purposes,
although it has no current plans to do so. These may include participating or
convertible mortgage loans if Cabot L.P. concludes that it may benefit from the
cash flow or any appreciation in value of the property secured by such
mortgages. Investments in real estate mortgage loans entail the risk that one or
more borrowers may default under such loans and that the collateral securing
such loans may not be sufficient to enable Cabot L.P. to recoup its full
investment.

Subject to the limitations on ownership of certain types of assets and the gross
income tests imposed by the Code, Cabot L.P. also may invest in the securities
of other REITs, other entities engaged in real estate activities or other
issuers, including investments made for the purpose of exercising control over
such entities. Cabot L.P. may enter into additional joint ventures or
partnerships for the purpose of obtaining an equity interest in a particular
property in accordance with its investment policies. Such investments may permit
Cabot L.P. to own interests in larger assets without unduly restricting
diversification and, therefore, add flexibility in structuring its portfolio.
Cabot Trust and Cabot L.P. do not intend to enter into joint ventures or
partnerships to make investments that would not meet their own investment
policies.

                                       6

<PAGE>

Financing Policies

As a general policy, Cabot L.P. intends to limit its total consolidated
indebtedness incurred so that at the time any debt is incurred, Cabot L.P.'s
debt-to-total undepreciated assets ratio does not exceed 40%. Cabot Trust's
Declaration of Trust and Bylaws and Cabot L.P.'s Partnership Agreement do not,
however, limit the amount or percentage of indebtedness that they may incur.
Moreover, due to changes in the value of Cabot L.P.'s portfolio of properties
over time, and since any determination of its debt-to-total undepreciated assets
ratio is made only at the time debt is incurred, the debt-to-total undepreciated
assets ratio could exceed or be less than the 40% level. In addition, Cabot L.P.
may modify its debt policy from time to time in light of changes in economic
conditions, relative costs of debt and equity capital, the market values of its
properties, general conditions in the market for debt and equity securities,
disposition, growth and acquisition opportunities and other factors. If its debt
policy were changed, Cabot L.P. could become more highly leveraged, resulting in
an increased risk of default on its obligations and a related increase in debt
service requirements that could adversely affect its financial condition and
results of operations. Cabot L.P. has not established any limit on the number or
amount of mortgages that it may place on any single property or on its portfolio
as a whole.

To the extent that Cabot Trust's Board of Trustees decides to obtain additional
capital, Cabot L.P. may raise such capital through offerings of Cabot Trust's
Common or Preferred Shares, or of Cabot L.P.'s partnership Units, including
Common and Preferred Units, debt financings or retention of cash available for
distribution (subject to provisions in the Code concerning the taxability of
undistributed REIT income), or a combination of these methods. As long as Cabot
L.P. is in existence, the net proceeds of the sale of Common Shares or Preferred
Shares by Cabot Trust will be transferred to Cabot L.P. in exchange for that
number of Common Units or Preferred Units that equals the number of Common
Shares or Preferred Shares sold by Cabot Trust.

Cabot Trust presently anticipates that any borrowings would be made through
Cabot L.P., although Cabot Trust may incur indebtedness directly and loan the
proceeds to Cabot L.P. Borrowings may be unsecured or may be secured by any or
all of the assets of Cabot L.P. (to the extent not prohibited by existing debt
arrangements), or any existing or new property-owning partnership and may have
full or limited recourse to all or any portion of the assets of Cabot L.P., or
any existing or new property-owning partnership. Indebtedness incurred may be in
the form of bank borrowings, purchase money obligations to sellers of
properties, publicly or privately placed debt instruments or financings from
institutional investors or other lenders. The proceeds from borrowings may be
used for working capital, to refinance existing indebtedness or to finance
acquisitions, expansions or the development of new properties and for the
payment of distributions.

Policies with Respect to Other Activities

Cabot L.P. may, but does not presently intend to, make investments that are
different from those described herein. Cabot Trust has authority to offer its
Common Shares, other shares of beneficial interest or other securities for cash
or in exchange for property and to repurchase or otherwise reacquire its shares
or any other securities and may engage in such activities in the future. Cabot
L.P. and Cabot Trust have no outstanding loans to other entities or persons,
including officers and Trustees of Cabot Trust, except loans from time to time
to Cabot Advisors, and loans from time to time to entities in which Cabot L.P.
is a 20% joint venture partner. Cabot L.P. has not engaged in trading,
underwriting or agency distribution, or sales of securities of other issuers and
does not currently intend to do so. Cabot Trust has also not invested in the
securities of companies other than Cabot L.P. for the purpose of exercising
control over such companies and does not currently intend to do so. Cabot L.P.
and Cabot Trust make and intend to continue to make investments in such a way
that neither will be treated as an investment company under the Investment
Company Act of 1940. Its policies with respect to such activities may be
reviewed and modified or amended from time to time by the Board of Trustees of
Cabot Trust without the approval of Cabot Trust's shareholders or Cabot L.P.'s
limited partners.

Cabot L.P. intends to make investments in a manner consistent with the
requirements of the Code for Cabot Trust to qualify as a REIT unless, because of
changing circumstances or changes in the Code or applicable Treasury
regulations, the Board of Trustees of Cabot Trust determines that it is no
longer in the best interests of Cabot Trust to qualify as a REIT.

Working Capital Reserves

Cabot L.P. intends to maintain working capital reserves in amounts that the
Board of Trustees of Cabot Trust determines to be adequate to meet normal
contingencies in connection with the operation of Cabot L.P.'s business and
investments.

Declaration of Trust and Bylaw Provisions

The Declaration of Trust includes a provision generally permitting Cabot Trust
to enter into any agreement or transaction with any person, including any
Trustee, officer, employee or agent of Cabot Trust.

                                       7

<PAGE>

Cabot Trust's Bylaws provide that Section 2-419 of the Maryland General
Corporation Law, relating to transactions by interested directors, will be
available for and apply to contracts and other transactions between Cabot Trust
and any of its Trustees, or between Cabot Trust and any other trust, corporation
or other entity of or in which any of Cabot Trust's Trustees is a trustee or
director or has a material financial interest. Under Section 2-419, a contract
or other transaction between a corporation and any of its directors and any
other corporation, firm or other entity in which any of its directors is a
director or has a material financial interest is not void or voidable solely
because of (a) the common directorship or interest, (b) the presence of the
director at the meeting of the board or a committee of the board that
authorizes, approves or ratifies the contract or transaction, (c) the counting
of the vote of the director for the authorization, approval or ratification of
the contract or transaction if either (i) after disclosure of the interest, the
transaction is authorized, approved or ratified by the affirmative vote of a
majority of the disinterested directors, or by the affirmative vote of a
majority of the votes cast by shareholders entitled to vote other than the votes
of shares owned of record or beneficially by the interested director or such
corporation, firm or other entity or (ii) the transaction is fair and reasonable
to the corporation.

Cabot L.P. Partnership Agreement

The Cabot L.P. Partnership Agreement gives Cabot Trust, in its capacity as
general partner, full and exclusive discretion in managing and controlling the
business of Cabot L.P. and in making all decisions affecting the business and
assets of Cabot L.P., with limited exceptions. In the Partnership Agreement, the
limited partners have acknowledged and agreed that Cabot Trust is acting on
behalf of both Cabot L.P. and Cabot Trust's shareholders generally and that, in
its capacity as general partner of Cabot L.P., Cabot Trust is under no
obligation to consider separate interests of the Cabot L.P. security holders in
deciding whether to cause Cabot L.P. to take or to decline to take, any actions
which Cabot Trust, in its capacity as general partner, has undertaken in good
faith on behalf of Cabot L.P. In addition, Cabot Trust in its capacity as
general partner is not responsible for any misconduct or negligence on the part
of its agents, provided that such agents were appointed in good faith. The Cabot
L.P. Partnership Agreement also provides that neither Cabot Trust nor any of its
affiliates (including its officers and Trustees) may sell, transfer or convey
any property to, or purchase any property from, Cabot L.P., except on terms that
are fair and reasonable and no less favorable than would be obtained from an
unaffiliated party.

Security Holder Reports

Cabot L.P. does not currently provide separate annual or other reports to
security holders of Cabot L.P. and does not expect to do so, except to the
extent it specifically undertakes to do so in connection with the issuances of
debt or other securities.

Competition

Numerous industrial properties compete with Cabot L.P.'s properties in
attracting tenants to lease space and additional properties can be expected to
be built in the markets in which the properties are located. The number and
quality of competitive industrial properties in a particular area has a material
effect on Cabot L.P.'s ability to lease space at the properties or at newly
acquired or developed properties and on the dollar amount of rents charged. Some
of these competing properties may be newer or better located than Cabot L.P.'s
properties.

In addition, the industrial real estate acquisition market has become highly
competitive. There are a significant number of buyers and developers of
industrial property, including other industrial REITs, many of which have
significant financial resources. Accordingly, it is possible that Cabot L.P. may
not be able to acquire or develop desired properties due to such competition or
other factors that may have an adverse effect on Cabot L.P.'s expected growth in
cash flows in future periods.

Insurance

Cabot L.P. is a named insured on CalPERS' blanket insurance program.
Accordingly, Cabot L.P. carries commercial general liability insurance, standard
"all-risk" property insurance, terrorism, flood, earthquake and rental loss
insurance with respect to its properties with policy terms and conditions
customarily carried for similar properties. However, the insurance is subject to
normal limitations on the amounts of coverage and certain types of losses (such
as from wars, terrorism or from earthquakes for properties located in
California) may be either uninsurable or not economically insurable. Should an
uninsured loss or a loss in excess of the amount of the insurance coverage
occur, Cabot L.P. could lose the capital invested in a property, as well as the
anticipated future revenue from that property, and Cabot L.P. would continue to
be obligated on any mortgage indebtedness or other obligations related to the
property.

                                       8

<PAGE>

In light of the California earthquake risk, California building codes have since
the early 1970's established minimum construction standards for all new
buildings and also contain guidelines for seismic upgrading of existing
buildings that are intended to reduce the possibility and severity of loss from
earthquakes. The construction standards and upgrading, however, do not eliminate
the possibility of earthquake loss. Cabot L.P.'s current policy is to obtain
earthquake insurance if available at acceptable cost. As of June 30, 2002, all
of Cabot L.P.'s 85 properties located in California are covered by earthquake
insurance in amounts believed by management to be reasonable. Cabot L.P.
currently maintains blanket earthquake insurance coverage for all properties
located outside California in amounts Cabot L.P. believes to be reasonable.

Cabot L.P. is currently reviewing its insurance policies and as such its
insurance policies and terms and conditions contained therein may change,
including its policies and terms and conditions with respect to earthquakes
and/or terrorism. Although Cabot L.P. intends to maintain insurance policies
with policy terms and conditions customarily maintained by similarly situated
entities, Cabot L.P. can give no assurance that its future insurance policies
will contain the same coverage, terms and conditions as it currently maintains.
Consequently, all or a portion of Cabot L.P.'s properties may not be covered by
disaster-type insurance.

Cabot L.P. carries blanket environmental insurance coverage on all but one
property. That property is undergoing remediation and has pollution and
remediation legal liability coverage. Four other properties have stand-alone
environmental policies in addition to coverage afforded under the blanket
program.

Environmental Matters

Under various federal, state and local environmental laws, ordinances and
regulations, a current or previous owner or operator of real property may be
liable for the costs of removal or remediation of hazardous or toxic substances
on, under or in such property. Such laws often impose liability whether or not
the owner or operator knew of, or was responsible for, the presence of such
hazardous or toxic substances.

In addition, the presence of hazardous or toxic substances, or the failure to
remediate such property properly, may adversely affect the owner's ability to
borrow using such real property as collateral. Persons who arrange for the
disposal or treatment of hazardous or toxic substances may also be liable for
the costs of removal or remediation of hazardous substances at the disposal or
treatment facility, whether or not such facility is or ever was owned or
operated by such person.

Certain environmental laws and common law principles could be used to impose
liability for release of, and exposure to, hazardous substances and third
parties may seek recovery from owners or operators of real properties for
personal injury or property damage associated with exposure to released
hazardous substances. As the owner of real properties, Cabot L.P. may be
potentially liable for any such costs.

Phase I environmental site assessment reports ("Phase I ESAs") were obtained by
the original Contributing Investors in connection with their initial
acquisitions of the properties, or were obtained by Cabot Trust in connection
with the transactions resulting in Cabot Trust's formation. In accordance with
Cabot Trust's acquisition policies, Cabot Trust has also obtained Phase I ESAs
for all of the properties acquired since the completion of the Formation
Transactions. Furthermore, Cabot Trust also intends to complete Phase I ESAs or
environmental audits for each property annually. The purpose of Phase I ESAs is
to identify potential sources of contamination for which Cabot L.P. may be
responsible and to assess the status of environmental regulatory compliance. The
earliest of the Phase I ESAs for Cabot L.P.'s properties were obtained in 1988.
Commonly accepted standards and practices for Phase I ESAs have evolved to
encompass higher standards and more extensive procedures over the period from
1988 to the present. Cabot Trust expects that by December 31, 2002 the Phase I
ESA for any property will be no greater than three years old.

It is possible, even if prepared in accordance with professional standards, that
Phase I ESAs relating to the subject properties do not reveal all environmental
liabilities. Moreover, future laws, ordinances or regulations may impose
material environmental liability or the properties' current environmental
condition may be affected by tenants, by the condition of land or operations in
the vicinity of the properties (such as the presence of underground storage
tanks) or by third parties unrelated to Cabot L.P.

Cabot L.P. carries blanket environmental insurance coverage on all but one
property. That property is undergoing remediation and has pollution and
remediation legal liability coverage. Four other properties have stand-alone
environmental policies in addition to coverage afforded under the blanket
program.

                                       9

<PAGE>

Cabot Advisors

Prior to December 7, 2001, Cabot Advisors provided investment advisory and asset
management services to the former clients of Cabot Partners who elected not to
contribute some or all of their industrial properties to Cabot Trust. In
addition, Cabot Advisors provided property management services to Cabot L.P. and
to the properties of some clients that are not associated with Cabot Trust. On
December 7, 2001, in conjunction with the Merger, Cabot Advisors ceased
providing these services. Cabot L.P. expects the activities of Cabot Advisors in
the future to be limited.

To permit Cabot Trust to share in the income of Cabot Advisors while maintaining
its status as a REIT under the law in effect prior to January 1, 2001, Cabot
L.P. owned all of Cabot Advisors' nonvoting preferred stock (representing 95% of
its economic interest in Cabot Advisors) and Ferdinand Colloredo-Mansfeld, Cabot
Trust's former Chief Executive Officer, owned all of Cabot Advisors' voting
common stock (representing 5% of its economic interest therein). On December 7,
2001, Cabot Advisors repurchased Ferdinand Colloredo-Mansfeld's stock in Cabot
Advisors and Cabot Advisors issued new common shares to Cabot L.P. for $115,000.
As a result Cabot L.P. currently owns 100% of Cabot Advisors.

The REIT Modernization Act ("RMA"), which was effective on January 1, 2001,
modifies certain provisions of the Code with respect to the taxation of REITs.
Primarily, the RMA allows for the creation of Taxable REIT Subsidiaries ("TRS"),
which will allow Cabot Trust (directly or indirectly through Cabot L.P.) to own
up to 100% of a TRS (previously limited to 10% of the voting stock). As a result
of this legislation, for federal income tax purposes, Cabot Trust and Cabot
Advisors have jointly elected to treat Cabot Advisors as a TRS.

In addition, under the RMA, not more than 20% of the value of a REIT's total
assets may be represented by securities of one or more TRS. A TRS will be
subject to full corporate level taxation on its earnings, but will be permitted
to engage in certain types of activities that cannot currently be performed by
REITs or their controlled subsidiaries without jeopardizing REIT status. A TRS
is subject to certain limitations on the deductibility of certain payments made
to the associated REIT which could materially increase the taxable income of the
TRS and are subject to prohibited transaction taxes on certain other payments
made to the associated REIT. Moreover, rents paid by a taxable REIT subsidiary
to the associated REIT may be excluded from qualification as rents from real
property under certain circumstances.

Leases

Cabot L.P.'s properties typically are leased on a triple net basis, meaning that
the tenants pay their proportionate share of real estate taxes and operating
costs. However, some of the properties are leased at higher gross rents with
Cabot L.P. being responsible for paying a stated amount of real estate taxes and
operating costs and tenants being responsible for any and all increases in such
taxes and costs above that stated amount. Excluding lease renewal options, lease
terms typically range from three to five years or, for leases that are renewed,
a shorter period of generally two to three years. Approximately 75% (based on
annualized net rent) of Cabot L.P.'s leases contain provisions for automatic
increases of a specified amount or percentage at a certain point or points
during the term of the lease (78% excluding Assets Held for Sale).

Employees

At June 30, 2002, Cabot L.P. and Cabot Advisors had no employees.

                                       10

<PAGE>

Item 2.     Properties

For descriptive purposes, Cabot L.P.'s properties may generally be grouped into
three property types: bulk distribution properties, multitenant distribution
properties and workspace properties.

Bulk distribution properties are oriented primarily to large national and
regional distribution tenants. These properties generally have at least 100,000
square feet of rentable space, building depths of at least 240 feet, clear
heights of 24 feet or more, truck courts in excess of 100 feet in depth to
accommodate larger modern trucks, a ratio of loading docks to rentable space of
one or more per 10,000 square feet and a location with good access to interstate
highways.

Multitenant distribution properties are oriented primarily to smaller regional
and local distribution tenants, and are generally designed to be subdivided to
suit tenants whose space requirements generally range from 10,000 square feet to
100,000 square feet. These properties generally have clear heights of 20 feet or
more, building depths of less than 240 feet (unless configured with loading
docks on two sides) and a location with good access to regional and interstate
highways. Both types of distribution property are used predominantly for the
storage and distribution of goods.

Workspace properties are designed to serve a variety of industrial tenants with
workspace-related requirements, including light manufacturing and assembly,
research, testing, re-packaging and sorting, back office and sales office
functions. Workspace tenants include smaller companies whose space requirements
generally range from 3,000 square feet to 70,000 square feet. Workspace
properties generally have clear heights of 14 to 24 feet, attractive building
exteriors, office finish of up to 30% or more, parking ratios of one to four
spaces per 1,000 rentable square feet and locations with good access to
executive residential areas and local highways, labor supply and dining and
shopping amenities.

The table set forth on the next page summarizes information regarding Cabot
L.P.'s properties and markets as of June 30, 2002. All of the properties listed
are owned, directly or through title holding entities, by Cabot L.P. As of June
30, 2002, certain of the properties detailed below, with a net book value of
$441.5 million, were security for loans aggregating $236.1 million (excluding
discounts and premiums) at June 30, 2002.

                                       11

<PAGE>

                         Properties by Region and Market
                               As of June 30, 2002

<TABLE>
<CAPTION>
                                                                               Rentable Sq. Ft.     Annualized Net Rent(1)
                                                                               ----------------     ----------------------

                                                                   Year
                                                                 Built/      No. of        Percent               Percent  Per Leased
     Property Type and Location                               Renovated  Properties Number  Leased     Amount   of Total     Sq. Ft.
     --------------------------                               ---------  ---------- ------  ------     ------   --------     -------
<S>                                                           <C>        <C>        <C>      <C>       <C>      <C>           <C>
     BULK DISTRIBUTION PROPERTIES

     WEST REGION

Los Angeles Market
     Vintage Avenue, Ontario, CA                                 1988          1    284,559   100% $   973,200       0.5%      $3.42
     Dahlia Street, Fontana, CA                                  1989          1    278,560    43%     421,800       0.2%       3.48
     Deforest Circle, Mira Loma, CA                              1992          1    250,584   100%     943,269       0.5%       3.76
     Santa Anita Avenue, Rancho Cucamonga, CA                    1988          1    212,300   100%     726,066       0.4%       3.42
     San Fernando Road, Sun Valley, CA                           1980          1    181,635   100%   1,079,599       0.6%       5.94
     Rowland Street, City of Industry, CA                        1998          1    181,635   100%     839,864       0.5%       4.62
     South Rockfeller Avenue, Ontario, CA                        1986          1    164,140   100%           0       0.0%       0.00
                                                                            ----   --------------    -------------------------------

                                     Market Subtotal                           7  1,553,413    90%   4,983,798       2.7%       3.57
Phoenix Market
     North 104th Avenue, Tolleson, AZ                            1995          1    279,279   100%     852,601       0.5%       3.05
     North 103rd Street, Phoenix, AZ                             1999          1    279,186   100%     846,801       0.5%       3.03
     West Van Buren, Tolleson, AZ                                1997          1    278,142   100%     865,832       0.5%       3.11
     South 84th Avenue, Tolleson, AZ                             1989          1    236,007    51%     496,613       0.3%       4.10
     South 41st Avenue, Building 2, Phoenix, AZ                  1985          1    223,944   100%     710,162       0.4%       3.17
     South 63rd Avenue, Phoenix, AZ                              1990          1    168,165   100%     511,034       0.3%       3.04
     North 47th Avenue, Phoenix, AZ                              1985          1    163,200   100%     473,451       0.3%       2.90
     South 49th Avenue, Phoenix, AZ                              1989          1    114,871   100%     379,074       0.2%       3.30
     South 55th Avenue, Phoenix, AZ                              1986          1    100,000   100%     348,000       0.2%       3.48
                                                                            ----   --------------    -------------------------------

                                     Market Subtotal                           9  1,842,794    94%   5,483,568       3.0%       3.17
San Diego Market
     Dornoch Court, San Diego, CA                                1988          1    220,000   100%   1,165,200       0.6%       5.30
     Newton Drive, Carlsbad, CA                                  1999          1    179,721   100%   1,189,717       0.7%       6.62
                                                                            ----   --------------    -------------------------------

                                     Market Subtotal                           2    399,721   100%   2,354,917       1.3%       5.89

                                WEST REGION SUBTOTAL                          18  3,795,928    93%  12,822,283       7.0%       3.64

     SOUTHWEST REGION

Dallas Market
     DFW Trade Center, Building 1, Grapevine, TX                 1996          1    540,000   100%   1,872,520       1.0%       3.47
     Patriot Drive, Building 2, Grapevine, TX                    1997          1    503,074   100%   1,644,780       0.9%       3.27
     DFW Trade Center, Building 2, Grapevine, TX                 1997          1    440,000   100%   1,278,000       0.7%       2.90
     Luna Road, Carrollton, TX                                   1996          1    205,400   100%     761,592       0.4%       3.71
     Patriot Drive, Building 1, Grapevine, TX                    1997          1    142,748   100%     470,304       0.3%       3.29
     Airline Drive, Building 2, Coppell, TX                      1990          1    140,800   100%     528,000       0.3%       3.75
                                                                            ----   --------------    -------------------------------

                           SOUTHWEST REGION SUBTOTAL                           6  1,972,022   100%   6,555,196       3.6%       3.32

     MIDWEST REGION

Chicago Market
     West 73rd Street, Building 2, Bedford Park, IL(2),(3)       1986          1    380,269   100%   1,261,664       0.7%       3.32
     Crossroads Parkway, Bolingbrook, IL(2)(3)                   1995          1    299,250   100%   1,138,017       0.6%       3.80
     Mark Street, Wood Dale, IL(2),(3)                           1985          1    234,000     0%           0       0.0%       0.00
     West 73rd Street, Building 1, Bedford Park, IL(2),(3)       1982          1    233,282   100%     773,741       0.4%       3.32
     West 73rd Street, Building 3, Bedford Park, IL(2),(3)       1979          1    232,000    74%     556,011       0.3%       3.25
     Arthur Avenue, Elk Grove, IL(2),(3)                    1978/1995          1    230,768   100%     745,380       0.4%       3.23
     Harvester Drive, Chicago, IL(2),(3)                         1974          1    212,922   100%     750,984       0.4%       3.53
     Remington Street, Bolingbrook, IL(2),(3)                    1996          1    212,333    77%     623,563       0.3%       3.81
     Ambassador Road, Naperville, IL(2),(3)                      1996          1    203,500    79%     713,195       0.4%       4.46
     South Frontenac, Naperville, IL(2),(3)                      1975          1    200,117   100%     673,167       0.4%       3.36
     North Raddant Road, Batavia, IL(2),(3)                      1991          1    170,462   100%     711,954       0.4%       4.18
                                                                            ----   --------------    -------------------------------

                                     Market Subtotal                          11  2,608,903    85%   7,947,676       4.4%       3.58

Cincinnati/Northern Kentucky Market
     Holton Drive, Independence, KY                              1996          1    352,000   100%   1,146,490       0.6%       3.26
     Kingsley Drive, Building 2, Cincinnati, OH(2)               1981          1    249,402     0%           0       0.0%       0.00
     Kentucky Drive, Building 1, Florence, KY(2)                 1998          1    219,300   100%     690,128       0.4%       3.15
     International Road, Building 2, Cincinnati, OH              1990          1    204,800   100%     820,775       0.5%       4.01
     International Way, Hebron, KY                               1990          1    192,000   100%     585,256       0.3%       3.05
     International Road, Building 1, Cincinnati, OH              1990          1    192,000   100%     566,400       0.3%       2.95
     Kingsley Drive, Building 1, Cincinnati, OH                  1981          1    154,004   100%     534,242       0.3%       3.47
                                                                            ----   --------------    -------------------------------

                                     Market Subtotal                           7  1,563,506    84%   4,343,291       2.4%       3.31
</TABLE>

                                       12

<PAGE>

<TABLE>
<CAPTION>
                                                                                    Rentable Sq. Ft.  Annualized Net Rent(1)
                                                                                    ----------------  ----------------------

                                                             Year
                                                           Built/      No. of                Percent              Percent Per Leased
     Property Type and Location                         Renovated  Properties      Number     Leased    Amount   of Total    Sq. Ft.
     --------------------------                         ---------  ----------      ------    -------    ------   --------    -------
<S>                                                     <C>        <C>             <C>       <C>        <C>      <C>      <C>
Columbus Market

     Westbelt Drive, Building 2, Columbus, OH                1980           1      229,200       100%     584,460     0.3%      2.55
     Equity Drive, Building 1, Columbus, OH                  1980           1      227,480        71%     448,846     0.2%      2.79
                                                                   ----------   --------------------    ----------------------------

                                     Market Subtotal                        2      456,680        85%   1,033,306     0.6%      2.65

Other Market
     North State Road #9, Howe, IN                           1988           1      346,515       100%     748,472     0.4%      2.16
                                                                   ----------   --------------------    ----------------------------

                             MIDWEST REGION SUBTOTAL                       21    4,975,604        86%  14,072,745     7.7%      3.29

     SOUTHEAST REGION

Atlanta Market
     Highway 316, Dacula, GA                                 1989           1      326,019       100%   1,125,551     0.6%      3.45
     Westgate Parkway, Atlanta, GA                           1988           1      231,835       100%     695,505     0.4%      3.00
     Evergreen Boulevard, Building 1, Duluth, GA             1999           1      180,000       100%     711,000     0.4%      3.95
                                                                   ----------   --------------------    ----------------------------

                                     Market Subtotal                        3      737,854       100%   2,532,056     1.4%      3.43

Charlotte Market
     Marine Drive, Rock Hill, SC                             1997           1      471,744       100%   1,369,237     0.8%      2.90
     Nations Ford Road, Charlotte, NC                        1999           1      259,200       100%     870,378     0.5%      3.36
     Westinghouse Blvd., Building 3, Charlotte, NC           1994           1      183,551       100%     630,095     0.3%      3.43
     Reames Road, Charlotte, NC                              1994           1      105,600       100%     331,694     0.2%      3.14
                                                                   ----------   --------------------    ----------------------------

                                     Market Subtotal                        4    1,020,095       100%   3,201,404     1.8%      3.14

Memphis Market
     Pilot Drive, Memphis, TN                                1987           1      336,080       100%     881,090     0.5%      2.62

Orlando Market
     Landstreet Road, Building 1, Orlando, FL                1997           1      355,732       100%   1,756,868     1.0%      4.94
                                                                   ----------   --------------------    ----------------------------

                           SOUTHEAST REGION SUBTOTAL                        9    2,449,761       100%   8,371,418     4.6%      3.42

     NORTHEAST REGION

Baltimore/Washington Market
     Oceano Avenue, Jessup, MD                               1987           1      243,895         0%           0     0.0%      0.00
     Tar Bay Drive, Jessup, MD                               1990           1      210,000       100%     791,630     0.4%      3.77
                                                                   ----------   --------------------    ----------------------------

                                     Market Subtotal                        2      453,895        46%     791,630     0.4%      3.77

Harrisburg Market
     Cumberland Parkway, Harrisburg, PA                      1992           1      340,000       100%   1,210,400     0.7%      3.56
     Brackbill Boulevard, Building 1, Mechanicsburg,
       PA                                               1984/1988           1      259,200       100%     997,735     0.5%      3.85
     Brackbill Boulevard, Building 2, Mechanicsburg,
       PA                                               1986/1988           1      235,200       100%     905,250     0.5%      3.85
     Fulling Mill Road, Harrisburg, PA                       1999           1      186,000       100%     716,476     0.4%      3.85
                                                                   ----------   --------------------    ----------------------------

                                     Market Subtotal                        4    1,020,400       100%   3,829,861     2.1%      3.75

New York/New Jersey Market
     Herrod Boulevard, South Brunswick, NJ (2),(3)      1989/1998           1      400,000       100%   1,658,450     0.9%      4.15
     South Middlesex Avenue, Building 1, Cranbury,
       NJ (2),(3)                                            1989           1      204,369       100%     735,728     0.4%      3.60
     Birch Creek Road, Bridgeport, NJ (2),(3)           1991/1997           1      203,229       100%     835,142     0.5%      4.11
     Pepes Farm Road, Milford, CT (2),(3)                    1980           1      200,000       100%     965,000     0.5%      4.83
     Pierce Street, Franklin Township, NJ (2),(3)            1984           1      182,764       100%     913,824     0.5%      5.00
     Volkswagon BTS-47 Station Road (2),(3)                  2002           1      928,000       100%   3,554,880     2.0%      3.83
                                                                   ----------   --------------------    ----------------------------

                                     Market Subtotal                        6    2,118,362       100%   8,663,024     2.9%      4.09

                           NORTHEAST REGION SUBTOTAL                       12    3,592,657        93%  13,284,515     7.3%      3.97

     BULK DISTRIBUTION PROPERTIES TOTAL                                    66   16,785,972        93%  55,106,157    30.3%      3.54


     MULTITENANT DISTRIBUTION PROPERTIES

     WEST REGION

Los Angeles Market
     East Dyer Road, Santa Ana, CA                      1954/1965           1      372,096       100%   1,951,148     1.1%      5.24
     Alondra Boulevard, La Mirada, CA                   1969/1975           1      237,089       100%     982,072     0.5%      4.14
     West Rincon Street, Corona, CA                          1986           1      162,900       100%     807,600     0.4%      4.96
     Industry Circle, La Mirada, CA                     1966/1973           1      112,946       100%     555,696     0.3%      4.92
     12th Street, Chino, CA                                  1990           1      104,600        56%     245,631     0.1%      4.17
     North San Fernando Road, Building 1, Los
       Angeles, CA                                           1965           1      102,800       100%     690,935     0.4%      6.72
     East Vista Bella Way, Rancho Dominguez, CA              1973           1      100,000       100%     478,943     0.3%      4.79
     West Manville Street, Rancho Dominguez, CA              1980           1      100,000       100%     472,086     0.3%      4.72
</TABLE>

                                       13

<PAGE>

<TABLE>
<CAPTION>
                                                                                    Rentable Sq. Ft.    Annualized Net Rent(1)
                                                                                    ----------------    ----------------------

                                                             Year
                                                           Built/      No. of                Percent             Percent  Per Leased
     Property Type and Location                         Renovated  Properties      Number     Leased    Amount   of Total    Sq. Ft.
     --------------------------                         ---------  ----------      ------    -------    ------   --------    -------
<S>                                                     <C>        <C>             <C>       <C>        <C>      <C>      <C>
     East Santa Ana Street, Building 1, Ontario, CA         1989           1      98,782        100%    350,188      0.2%      3.55
     Jersey Court, Rancho Cucamonga, CA                     1989           1      88,134        100%    291,000      0.2%      3.30
     Cabot Commerce Center - Building A, Rancho
       Cucamonga, CA                                        2001           1      87,760        100%    420,330      0.2%      4.79
     Tyburn Street, Los Angeles, CA                         1965           1      85,142        100%    603,225      0.3%      7.08
     East Cedar Street, Ontario, CA                         1999           1      81,322        100%    381,848      0.2%      4.70
     North San Fernando Road, Building 2, Los Angeles,
       CA                                                   1965           1      80,500        100%    873,078      0.5%     10.85
     Parco Street, Ontario, CA                              1999           1      72,000        100%    317,709      0.2%      4.41
     South Parco Street, Ontario, CA                        1999           1      71,484        100%    353,614      0.2%      4.95
     East Santa Ana Street, Building 2, Ontario, CA         1990           1      62,400         54%    157,248      0.1%      4.68
     North San Fernando Road, Building 3, Los Angeles,
       CA                                                   1965           1      58,860        100%    472,057      0.3%      8.02
     Buffalo Avenue, Rancho Cucamonga, CA                   2001           1      54,720        100%    289,685      0.2%      5.29
                                                                   ----------   --------------------  ------------------------------

                                     Market Subtotal                      19   2,133,535         97% 10,694,075      5.9%      5.19

Phoenix Market
     South 40th Avenue, Building 3, Phoenix, AZ             1987           1     201,600        100%    665,280      0.4%      3.30
     South 41st Avenue, Building 1, Phoenix, AZ             1989           1     161,230        100%    459,506      0.3%      2.85
     South 39th Avenue, Phoenix, AZ                         1989           1     159,450        100%    677,391      0.4%      4.25
     44th Avenue, Phoenix, AZ                               1997           1     144,592        100%    513,435      0.3%      3.55
     South 53rd Avenue, Phoenix, AZ                         1987           1     127,680        100%    360,058      0.2%      2.82
     South 40th Avenue, Building 2, Phoenix, AZ             1989           1     127,042        100%    394,026      0.2%      3.10
     South 40th Avenue, Building 1, Phoenix, AZ             1989           1     126,360        100%    368,453      0.2%      2.92
     South 9th Street, Phoenix, AZ                          1983           1      89,423        100%    501,141      0.3%      5.60
                                                                   ----------   --------------------  ------------------------------

                                     Market Subtotal                       8   1,137,377        100%  3,939,290      2.2%      3.46
San Francisco Market
     Cherry Street, Building 2, Newark, CA                  1960           1     274,349         92%  1,066,984      0.6%      4.24
     Cherry Street, Building 1, Newark, CA                  1990           1     226,322         45%    648,930      0.4%      6.41
     McLaughlin Avenue, San Jose, CA                        1975           1     134,483        100%  1,098,470      0.6%      8.17
     Cherry Street, Building 3, Newark, CA                  1990           1     108,170        100%    909,218      0.5%      8.41
                                                                   ----------   --------------------  ------------------------------

                                     Market Subtotal                       4     743,324         80%  3,723,602      2.0%      6.25

Seattle Market
     Kent West Corporate Park, II, Kent, WA                 1989           1     250,820        100%  1,050,609      0.6%      4.19
     South 266th Street, Kent, WA                           2000           1      92,400        100%    566,628      0.3%      6.13
                                                                   ----------   --------------------  ------------------------------

                                     Market Subtotal                       2     343,220        100%  1,617,237      0.9%      4.71

                                WEST REGION SUBTOTAL                      33   4,357,456         95% 19,974,204     11.0%      4.83

     SOUTHWEST REGION
Dallas Market
     North Lake Drive, Coppell, TX                          1982           1     230,400         81%    620,401      0.3%      3.31
     East Plano Parkway, Building 2, Plano, TX              1998           1     210,560        100%    989,640      0.5%      4.70
     Regency Crest Drive, Dallas, TX                        1999           1     176,635        100%    632,567      0.3%      3.58
     Hillguard Road, Building 3, Dallas, TX                 1980           1     122,798         63%    295,668      0.2%      3.84
     10th Street, Building 2, Plano, TX                     1997           1     107,260        100%    435,968      0.2%      4.06
     10th Street, Building 1, Plano, TX                     1997           1      99,679        100%    473,577      0.3%      4.75
     Diplomat Drive, Building 2, Farmers Branch, TX         1984           1      82,756        100%    360,336      0.2%      4.35
     113th Street, Arlington, TX                            1979           1      79,735        100%    291,033      0.2%      3.65
     Airline Drive, Building 1, Coppell, TX                 1991           1      75,000        100%    281,250      0.2%      3.75
     Hillguard Road, Building 2, Dallas, TX                 1980           1      71,565        100%    234,844      0.1%      3.28
     Hillguard Road, Building 1, Dallas, TX                 1980           1      53,647        100%    185,859      0.1%      3.46
                                                                   ----------   --------------------  ------------------------------

                           SOUTHWEST REGION SUBTOTAL                      11   1,310,035         93%  4,801,143      2.6%      3.93

     MIDWEST REGION
Chicago Market
     Medinah Road, Building 1, Chicago, IL (2),(3)          1986           1     319,459          0%          0      0.0%      0.00
     Medinah Road, Building 2, Chicago, IL (2),(3)          1986           1     162,840        100%    643,218      0.4%      3.95
     Greenleaf Avenue, Elk Grove Village, IL (2),(3)   1968/1995           1     150,000         88%    499,014      0.3%      3.78
     High Grove Lane, Naperville, IL (2),(3)                1994           1      95,000        100%    292,351      0.2%      3.08
     South 78th Avenue, Hickory Hills, IL (2),(3)           1981           1      83,096         77%    282,154      0.2%      4.38
     Swenson Avenue, St. Charles, IL (2),(3)                1988           1      81,110        100%    332,210      0.2%      4.10
     Western Avenue, Lisle, IL (2),(3)                 1979/1985           1      67,996        100%    396,743      0.2%      5.83
                                                                   ----------   --------------------  ------------------------------

                                     Market Subtotal                       7     959,501         63%  2,445,690      1.3%      4.05

Cincinnati/Northern Kentucky Market
     Lake Forest Drive, Building 1, Blue Ash, OH            1978           1     239,891         73%    520,766      0.3%      2.96
     Lake Forest Drive, Building 2, Blue Ash, OH            1979           1     176,956         54%    294,720      0.2%      3.06
     Kenwood Road, Building 2, Blue Ash, OH                 1975           1     144,843        100%    343,278      0.2%      2.37
     Kenwood Road, Building 1, Blue Ash, OH                 1965           1     121,284        100%    293,013      0.2%      2.42
     Kenwood Road, Building 3, Blue Ash, OH                 1964           1     103,415        100%    245,094      0.1%      2.37
     Kenwood Road, Building 4, Blue Ash, OH                 1969           1     102,100         62%    256,275      0.1%      4.04
</TABLE>

                                       14

<PAGE>

<TABLE>
<CAPTION>
                                                                                    Rentable Sq. Ft.    Annualized Net Rent(1)
                                                                                    ----------------    ----------------------

                                                             Year
                                                           Built/      No. of               Percent              Percent  Per Leased
     Property Type and Location                         Renovated  Properties      Number    Leased     Amount   of Total    Sq. Ft.
     --------------------------                         ---------  ----------      ------   -------     ------   --------    -------
<S>                                                     <C>        <C>            <C>        <C>        <C>      <C>      <C>
     Kenwood Road, Building 7, Blue Ash, OH                  1973           1     100,320        16%      60,000      0.0%      3.75
     Kenwood Road, Building 5, Blue Ash, OH                  1970           1     100,000       100%     326,286      0.2%      3.26
     Kenwood Road, Building 6, Blue Ash, OH                  1971           1      98,093       100%     317,597      0.2%      3.24
                                                                    ---------  --------------------   ------------------------------

                                     Market Subtotal                        9   1,186,902        77%   2,657,029      1.5%      2.89

Columbus Market
     Port Road, Building 1, Franklin County, OH              1995           1     205,109       100%     746,286      0.4%      3.64
     Westbelt Drive, Building 1, Columbus, OH                1980           1     202,000       100%   1,070,600      0.6%      5.30
     Twin Creek Drive, Columbus, OH                          1989           1     176,000        53%     280,094      0.2%      2.99
     Port Road, Building 2, Franklin County, OH              1995           1     156,000       100%     457,100      0.3%      2.93
     International Street, Columbus, OH                      1988           1     152,800        39%     114,493      0.1%      1.91
     Dividend Drive, Columbus, OH                            1980           1     144,850       100%     492,490      0.3%      3.40
                                                                    ---------  --------------------   ------------------------------

                                     Market Subtotal                        6   1,036,759        83%   3,161,063      1.7%      3.67

Minneapolis Market
     Lexington Avenue, Eagan, MN                        1979/1994           1     184,432        95%     665,325      0.4%      3.79
     Trenton Lane, Plymouth, MN                              1994           1     122,032       100%     617,930      0.3%      5.06
     Woodale Drive, Building 1, Mounds View, MN              1992           1      78,016       100%     387,132      0.2%      4.96
                                                                    ---------  --------------------   ------------------------------

                                     Market Subtotal                        3     384,480        98%   1,670,387      0.9%      4.45

                             MIDWEST REGION SUBTOTAL                       25   3,567,642        77%   9,934,169      5.5%      3.60

     SOUTHEAST REGION


     Atlanta Industrial Drive, Atlanta, GA                   1981           1     216,074       100%     570,354      0.3%      2.64
     Buford Highway, Duluth, GA                              1995           1     210,000       100%     654,918      0.4%      3.12
     Summit Ridge Parkway, Building 2, Duluth, GA            1995           1     173,360       100%     575,723      0.3%      3.32
     ATL 1-20 - 3765 ATLANTA IND DR                          1986           1     161,965       100%     460,472      0.3%      2.84
     Summit Ridge Parkway, Building 1, Duluth, GA            1997           1     152,282       100%     564,208      0.3%      3.71
     Northmont Parkway, Building 2, Duluth, GA               1999           1     145,940       100%     672,217      0.4%      4.61
     Evergreen Boulevard, Building 2, Duluth, GA             1999           1     140,250        71%     361,661      0.2%      3.65
     Northmont Parkway, Building 5, Duluth, GA               2000           1     132,912       100%     669,876      0.4%      5.04
     Westpark Drive, Building 2, Atlanta, GA                 1981           1     130,722       100%     286,828      0.2%      2.19
     Northmont Parkway, Building 1, Duluth, GA               1998           1     123,537       100%     886,997      0.5%      7.18
     Summit Ridge Parkway, Building 3, Duluth, GA            1996           1     100,800       100%           0      0.0%      0.00
     Northmont Parkway, Building 3, Duluth, GA               2000           1      90,000       100%     360,000      0.2%      4.00
     Williams Drive, Building 1, Marietta, GA                1987           1      84,124        92%     320,428      0.2%      4.16
     Williams Drive, Building 2, Marietta, GA                1987           1      70,164       100%     265,344      0.1%      3.78
     Williams Drive, Building 3, Marietta, GA                1987           1      54,032       100%     240,493      0.1%      4.45
     Alpharetta, Bldg 1, GA                                  2001           1      91,356       100%   1,223,689      0.7%     13.39
     Alpharetta, Bldg 2, GA                                  2001           1     120,080        25%     424,190      0.2%     14.10
     Breckenridge, Buildings 6, Duluth, GA                   2001           1      90,204        50%     365,203      0.2%      8.07
                                                                    ---------  --------------------   ------------------------------

                                     Market Subtotal                       18   2,287,802        92%   8,902,601      4.9%      4.23

Charlotte Market
     Westinghouse Boulevard, Building 4, Charlotte, NC       1988           1     159,085       100%     548,844      0.3%      3.45
     Brookford Street, Charlotte, NC                    1984/1999           1     122,000       100%     410,965      0.2%      3.37
     Westinghouse Boulevard, Building 1, Charlotte, NC       1994           1     121,900       100%     443,940      0.2%      3.64
     Cordage Street, Charlotte, NC                           1981           1     112,000       100%     360,417      0.2%      3.22
     Westinghouse Boulevard, Building 2, Charlotte, NC       1992           1     104,000       100%     361,693      0.2%      3.48
                                                                    ---------  --------------------   ------------------------------

                                     Market Subtotal                        5     618,985       100%   2,125,859      1.2%      3.43

Orlando Market
     Orlando Central Park, Building 3, Orlando, FL           1991           1     356,583       100%   1,492,536      0.8%      4.19
     Orlando Central Park, Building 1, Orlando, FL           1988           1     267,432       100%     687,222      0.4%      2.57
     Orlando Central Park, Building 2, Orlando, FL      1992/1998           1     156,660       100%     532,644      0.3%      3.40
     Orlando Central Park, Building 5, Orlando, FL      1985/1998           1     139,800       100%     523,491      0.3%      3.74
     Orlando Central Park, Building 4, Orlando, FL      1984/1998           1     133,424        84%     424,868      0.2%      3.81
     Orlando Central Park, Building 6, Orlando, FL      1986/1998           1     119,000        74%     327,750      0.2%      3.72
     Exchange Drive, Orlando, FL                        1999/1998           1     115,728       100%     469,968      0.3%      4.06
     Kingspointe Parkway, Orlando, FL                        1990           1     101,903       100%     358,219      0.2%      3.52
     Boggy Creek, Building 5, Orlando, FL                    2001           1      59,456        50%     168,253      0.1%      5.66
     Boggy Creek, Building 6, Orlando, FL                    2001           1      62,456        60%     214,980      0.1%      5.75
     Cabot-Northpoint, Bldg. 1, West Palm Beach, FL          2001           1      34,410       100%     323,566      0.2%      9.40
     400 NORTHPNT PKY, West Palm Beach, FL                   2001           1      29,701       100%           0      0.0%      0.00
     1400 NORTHPNT PK, West Palm Beach, FL                   2001           1      83,200        62%     100,483      0.1%      1.93
                                                                    ---------  --------------------   ------------------------------

                                     Market Subtotal                       13   1,659,753        92%   5,623,980      3.1%      3.70

South Florida Market
     Northwest 70th Avenue, Building 1, Miami, FL            1977           1     215,019       100%   1,205,185      0.7%      5.61
     Northwest 70th Avenue, Building 2, Miami, FL       1972/1978           1      91,000       100%     539,723      0.3%      5.93
                                                                    ---------  --------------------   ------------------------------
</TABLE>

                                       15

<PAGE>

<TABLE>
<CAPTION>
                                                                                  Rentable Sq. Ft.    Annualized Net Rent(1)
                                                                                  ----------------    ----------------------
                                                                Year
                                                              Built/   No. of              Percent              Percent   Per Leased
     Property Type and Location                            Renovated Properties     Number  Leased      Amount  of Total     Sq. Ft.
     --------------------------                            --------- ----------     ------  ------      ------  --------     -------
<S>                                                        <C>       <C>         <C>       <C>      <C>         <C>       <C>
                                     Market Subtotal                          2    306,019     100%  1,744,908       1.0%       5.70

                           SOUTHEAST REGION SUBTOTAL                         38  4,872,559      93% 18,397,348      10.1%       4.04

     NORTHEAST REGION
Baltimore/Washington Market
     Stayton Drive, Jessup, MD                                  1985          1    125,800     100%    525,489       0.3%       4.18
     Bollman Place, Savage, MD                                  1985          1    104,409     100%    520,692       0.3%       4.99
     Port Capital Drive, Jessup, MD                             1974          1     94,381     100%    501,923       0.3%       5.32
     Greenwood Place, Savage, MD                                1985          1     77,424      33%    108,958       0.1%       4.25
                                                                     ----------  ------------------ --------------------------------

                                     Market Subtotal                          4    402,014      87%  1,657,062       0.9%       4.73
Boston Market
     Sunnyslope Avenue, Tewksbury, MA                           1987          1    153,641     100%    759,585       0.4%       4.94
     Kenwood Circle, Franklin, MA                               1987          1    153,369     100%    641,960       0.4%       4.19
     South Street, Hopkinton, MA                                1987          1     70,600     100%    379,915       0.2%       5.38
     Progress Road, Building 2, Billerica, MA                   1988          1     69,500      73%    250,200       0.1%       4.96
     Progress Road, Building 1, Billerica, MA                   1988          1     57,600     100%    390,600       0.2%       6.78
                                                                     ----------  ------------------ --------------------------------

                                     Market Subtotal                          5    504,710      96%  2,422,260       1.3%       4.99
Harrisburg Market
     Ritter Road, Mechanicsburg, PA                             1986          1     37,800     100%    226,800       0.1%       6.00

New York/New Jersey Market
     Port Jersey Boulevard, Building 1, Port Jersey, NJ
      (2), (3)                                                  1974          1    425,121     100%  2,016,352       1.1%       4.74
     Industrial Drive, Building 1, Port Jersey, NJ (2),
      (3)                                                       1976          1    263,717     100%  1,199,916       0.7%       4.55
     Colony Road, Building 1, Port Jersey, NJ (2), (3)          1976          1    262,453     100%  1,259,774       0.7%       4.80
     Port Jersey Boulevard, Building 2, Port Jersey, NJ
      (2), (3)                                                  1974          1    204,564     100%    968,538       0.5%       4.73
     South Middlesex Avenue, Building 2, Cranbury, NJ
      (2), (3)                                                  1982          1    203,404     100%    772,935       0.4%       3.80
     Industrial Drive, Building 2, Port Jersey, NJ (2),
      (3)                                                       1976          1    154,000     100%    639,100       0.4%       4.15
     Colony Road, Building 2, Port Jersey, NJ (2), (3)          1974          1    124,933     100%    499,732       0.3%       4.00
     Industrial Drive, Building 3, Port Jersey, NJ (2),
      (3)                                                       1972          1     45,274     100%    192,415       0.1%       4.25
                                                                     ----------  ------------------ --------------------------------

                                     Market Subtotal                          8  1,683,466     100%  7,548,762       4.1%       4.48

                           NORTHEAST REGION SUBTOTAL                         18  2,627,990      97% 11,854,884       6.5%       4.64

     MULTITENANT DISTRIBUTION PROPERTIES TOTAL                              125 16,735,682      91% 64,961,748      35.7%       4.27



     WORKSPACE DISTRIBUTION PROPERTIES

     WEST REGION
Los Angeles Market
     Lassen Street, Chatsworth, CA                              1968          1    124,518       0%          0       0.0%       0.00
     East Howell Avenue, Building 1, Anaheim, CA                1968          1     81,475     100%    518,464       0.3%       6.36
     Altura Street, Buena Park, CA                         1967/1988          1     67,350     100%    398,006       0.2%       5.91
     North San Fernando Road, Building 4, Los Angeles, CA       1992          1     64,794      83%    509,974       0.3%       9.50
     Commonwealth Avenue, Fullerton, CA                         1965          1     64,292     100%    340,854       0.2%       5.30
     Artesia Avenue, Building 2, Fullerton, CA                  1991          1     60,502     100%    309,199       0.2%       5.11
     Artesia Avenue, Building 1, Fullerton, CA                  1991          1     55,498     100%    315,494       0.2%       5.68
     Lincoln Way, Building 3, Garden Grove, CA                  1983          1     43,097     100%    458,850       0.3%      10.65
     Lincoln Way, Building 4, Garden Grove, CA                  1983          1     41,929     100%    476,334       0.3%      11.36
     North San Fernando Road, Building 5, Los Angeles, CA       1992          1     41,894     100%    628,769       0.3%      15.01
     Lincoln Way, Building 2, Garden Grove, CA                  1986          1     41,184      66%    286,860       0.2%      10.56
     Lincoln Way, Building 1, Garden Grove, CA                  1983          1     37,060     100%    393,207       0.2%      10.61
     Wilshire Avenue, Building 2, Santa Ana, CA                 1986          1     36,927     100%    250,766       0.1%       6.79
     Shoemaker Avenue, Building 1, Santa Fe Springs, CA         1989          1     36,585     100%    220,032       0.1%       6.01
     Union Place, Building 2, Simi Valley, CA                   1987          1     36,538     100%    352,190       0.2%       9.64
     Connector Lane, Huntington Beach, CA                       1986          1     34,821     100%    297,266       0.2%       8.54
     Shoemaker Avenue, Building 3, Santa Fe Springs, CA         1989          1     27,550     100%    115,248       0.1%       4.18
     East 166th Street, Cerritos, CA                            1978          1     27,072     100%    256,643       0.1%       9.48
     Wilshire Avenue, Building 3, Santa Ana, CA                 1986          1     26,762     100%    189,475       0.1%       7.08
     Royal Avenue, Simi Valley, CA                              1988          1     26,120     100%    208,044       0.1%       7.96
     East Howell Avenue, Building 2, Anaheim, CA                1991          1     25,962     100%    142,560       0.1%       5.49
     Union Place, Building 1, Simi Valley, CA                   1985          1     22,710     100%    153,454       0.1%       6.76
     Wilshire Avenue, Building 1, Santa Ana, CA                 1986          1     18,500     100%    120,047       0.1%       6.49
     Shoemaker Avenue, Building 2, Santa Fe Springs, CA         1989          1     17,800      50%     57,462       0.0%       6.46
     North San Fernando Road, Building 6, Los Angeles, CA       1993          1     17,000     100%    233,750       0.1%      13.75
     Shoemaker Avenue, Building 4, Santa Fe Springs, CA         1989          1     10,784     100%     56,680       0.0%       5.26
     Anza Drive, Building 1, Valencia, CA                       1990          1     10,296     100%     86,486       0.0%       8.40
     Anza Drive, Building 3, Valencia, CA                       1990          1      8,663     100%     76,814       0.0%       8.87
     Anza Drive, Building 2, Valencia, CA                       1990          1      7,944     100%     61,693       0.0%       7.77
</TABLE>

                                       16

<PAGE>

<TABLE>
<CAPTION>
                                                                                  Rentable Sq. Ft.    Annualized Net Rent(1)
                                                                                  ----------------    ----------------------
                                                                Year
                                                              Built/   No. of              Percent              Percent   Per Leased
     Property Type and Location                            Renovated Properties     Number  Leased      Amount  of Total     Sq. Ft.
     --------------------------                            --------- ----------     ------  ------      ------  --------     -------
<S>                                                        <C>       <C>         <C>       <C>      <C>         <C>       <C>
Richmond Avenue, Rancho Cucamonga, CA                           2001          1     74,730     100%    380,545       0.2%       5.09
                                                                     ----------  ------------------ --------------------------------

                                     Market Subtotal                         30  1,190,357      87%  7,895,166       4.3%       7.65
Phoenix Market
     East Watkins Street, Phoenix, AZ                           1998          1    101,932     100%    998,439       0.5%       9.80
     South 16th Street, Phoenix, AZ                             1998          1     85,259     100%    807,368       0.4%       9.47
     East Encanto Drive, Tempe, AZ                              1990          1     81,817     100%    369,987       0.2%       4.52
     South Priest Drive, Tempe, AZ                              1988          1     54,900     100%    909,593       0.5%      16.57
     West Southern Avenue, Tempe, AZ                            1985          1     43,449      75%    247,585       0.1%       7.60
     West 24th Street, Building 2, Tempe, AZ                    1980          1     36,000      72%    233,280       0.1%       9.04
     East University Drive, Building 4, Phoenix, AZ             1988          1     33,841      76%    260,263       0.1%      10.12
     West Alameda Drive, Building 1, Tempe, AZ                  1984          1     30,606      67%    113,854       0.1%       5.58
     West Alameda Drive, Building 2, Tempe, AZ                  1984          1     30,606     100%    168,526       0.1%       5.51
     West Alameda Drive, Building 3, Tempe, AZ                  1984          1     30,606     100%    163,461       0.1%       5.34
     West Alameda Drive, Building 4, Tempe, AZ                  1984          1     30,606      83%     82,636       0.0%       3.24
     East University Drive, Building 3, Phoenix, AZ             1988          1     25,321      61%    157,661       0.1%      10.20
     East University Drive, Building 5, Phoenix, AZ             1988          1     23,362      76%    183,601       0.1%      10.34
     West 24th Street, Building 1, Tempe, AZ                    1979          1     22,400     100%    166,656       0.1%       7.44
     East University Drive, Building 1, Phoenix, AZ             1988          1     15,633      70%    107,253       0.1%       9.79
     West Geneva Street, Building 3, Tempe, AZ                  1981          1     13,972     100%     92,215       0.1%       6.60
     West Geneva Street, Building 1, Tempe, AZ                  1981          1     12,246     100%     94,049       0.1%       7.68
     West Geneva Street, Building 2, Tempe, AZ                  1981          1     12,056     100%     79,570       0.0%       6.60
     East University Drive, Building 2, Phoenix, AZ             1988          1     11,527     100%    117,575       0.1%      10.20
                                                                     ----------  ------------------ --------------------------------

                                     Market Subtotal                         19    696,139      91%  5,353,572       2.9%       8.48

San Diego Market
     Avenida Encinas, Building 2, Carlsbad, CA (2), (3)         1993          1    126,008      51%    455,462       0.3%       7.14
     Avenida Encinas, Building 1, Carlsbad, CA (2), (3)         1972          1     80,000     100%    746,043       0.4%       9.33
     Airway Road, Building. 2, Otay Mesa, CA                    1996          1     78,296     100%    498,633       0.3%       6.37
     Goldentop Road, San Diego, CA                              1997          1     66,448      52%    669,796       0.4%      19.33
     Oak Ridge Way, Vista, CA                                   1999          1     53,239     100%    427,632       0.2%       8.03
     Airway Road, Building 1, Otay Mesa, CA                     1996          1     44,840     100%    306,880       0.2%       6.84
     Aldergrove Avenue, Escondido, CA                           1996          1     42,333       0%          0       0.0%       0.00
     Kellogg Avenue, Carlsbad, CA                               1991          1     39,900     100%    344,953       0.2%       8.65
                                                                     ----------  ------------------ --------------------------------

                                     Market Subtotal                          8    531,064      74%  3,449,399       1.9%       8.74

San Francisco Market
     Brisbane Industrial Park, Building 10, Brisbane, CA        1961          1    116,400     100%     89,774       0.0%       0.77
     Huntwood Avenue, Hayward, CA                               1982          1     62,031     100%    512,404       0.3%       8.26
     Brisbane Industrial Park, Building 13, Brisbane, CA        1962          1     58,000     100%    403,680       0.2%       6.96
     Brisbane Industrial Park, Building 9, Brisbane, CA         1966          1     43,500     100%    492,000       0.3%      11.31
     Brisbane Industrial Park, Building 4, Brisbane, CA         1968          1     40,680     100%    288,184       0.2%       7.08
     Brisbane Industrial Park, Building 1, Brisbane, CA         1961          1     39,800     100%    237,231       0.1%       5.96
     Brisbane Industrial Park, Building 5, Brisbane, CA         1966          1     37,040     100%    247,437       0.1%       6.68
     Brisbane Industrial Park, Building 11, Brisbane, CA        1968          1     35,744     100%    426,649       0.2%      11.94
     Brisbane Industrial Park, Building 7, Brisbane, CA         1967          1     32,211     100%    351,864       0.2%      10.92
     Brisbane Industrial Park, Building 6, Brisbane, CA         1963          1     31,745     100%    245,396       0.1%       7.73
     Brisbane Industrial Park, Building 12, Brisbane, CA        1968          1     24,786     100%    246,424       0.1%       9.94
     Brisbane Industrial Park, Building 3, Brisbane, CA    1969/1998          1     23,586      36%     87,312       0.0%      10.20
     Brisbane Industrial Park, Building 2, Brisbane, CA         1960          1     21,186     100%    158,670       0.1%       7.49
     Brisbane Industrial Park, Building 14, Brisbane, CA        1969          1     19,100     100%    179,496       0.1%       9.40
     Brisbane Industrial Park, Building 8, Brisbane, CA         1961          1     18,600     100%    149,544       0.1%       8.04
                                                                     ----------  ------------------ --------------------------------

                                     Market Subtotal                         15    604,409      98%  4,116,065       2.3%       6.98

Seattle Market
     Kent West Corporate Park I, Building 4, Kent, WA           1989          1     57,990     100%    249,663       0.1%       4.31
     Kent West Corporate Park I, Building 1, Kent, WA           1989          1     41,700     100%    524,568       0.3%      12.58
     Kent West Corporate Park I, Building 3, Kent, WA           1989          1     36,250      67%    111,384       0.1%       4.57
     79th Avenue South, Kent, WA                                2000          1     35,872     100%    202,980       0.1%       5.66
     Kent West Corporate Park I, Building 2, Kent, WA           1989          1     16,000      86%    105,144       0.1%       7.65
                                                                     ----------  ------------------ --------------------------------

                                     Market Subtotal                          5    187,812      92%  1,193,739       0.7%       6.87

                                WEST REGION SUBTOTAL                         77  3,209,781      88% 22,007,941      12.1%       7.80

     SOUTHWEST REGION
Dallas Market
     DFW Trade Center, Building 3, Grapevine, TX                1997          1    202,361     100%  1,798,625       1.0%       8.89
     Summit Avenue, Plano, TX                                   1999          1    120,276     100%    745,869       0.4%       6.20
     Shiloh Road, Plano, TX                                     1998          1     76,320     100%    453,708       0.2%       5.94
     Avenue F, Plano, TX                                        1984          1     73,086      79%    560,919       0.3%       9.75
     East Plano Parkway, Building 5, Plano, TX                  1998          1     67,372     100%    569,839       0.3%       8.46
</TABLE>

                                       17

<PAGE>

<TABLE>
<CAPTION>
                                                                                  Rentable Sq. Ft.    Annualized Net Rent(1)
                                                                                  ----------------    ----------------------
                                                                Year
                                                              Built/   No. of              Percent              Percent   Per Leased
     Property Type and Location                            Renovated Properties     Number  Leased      Amount  of Total     Sq. Ft.
     --------------------------                            --------- ----------     ------  ------      ------  --------     -------
<S>                                                        <C>       <C>         <C>       <C>      <C>         <C>       <C>
     East Plano Parkway, Building 4, Plano, TX                  1998          1     65,135     100%    521,088       0.3%       8.00
     Bradley Lane, Carrollton, TX                               1984          1     56,531     100%    215,892       0.1%       3.82
     East Collins Blvd., Richardson, TX                         1985          1     56,460      39%    123,456       0.1%       5.55
     East Plano Parkway, Building 3, Plano, TX                  1999          1     53,833     100%    550,627       0.3%      10.23
     Diplomat Drive, Building 1, Farmers Branch, TX             1997          1     53,375     100%    325,044       0.2%       6.09
     CABOT SIX FLAGS, Arlington, TX                             2000          1     50,888     100%    470,712       0.3%       9.25
     Capital Avenue, Building 1, Plano, TX                      1986          1     50,270     100%    273,230       0.2%       5.44
     Capital Avenue, Building 2, Plano, TX                      1986          1     50,270     100%    276,485       0.2%       5.50
                                                                     ----------  ------------------ --------------------------------

                           SOUTHWEST REGION SUBTOTAL                         13    976,177      95%  6,885,494       3.8%       7.43

     MIDWEST REGION
Chicago Market
     Beeline Drive & Meyer Road, Bensenville, IL (2),(3)        1968          1     96,550     100%    466,763       0.3%       4.83
     Business Center, Building 2, Mt. Propect, IL (2),(3)       1989          1     79,900      87%    684,603       0.4%       9.82
     Tower Lane, Bensenville, IL (2),(3)                        1977          1     76,737      67%    328,372       0.2%       6.35
     Territorial Drive, Building 2, Bolingbrook, IL (2),(3)     1998          1     58,037     100%    342,294       0.2%       5.90
     Feehanville Drive, Mount Prospect, IL (2),(3)              1987          1     57,150     100%    454,342       0.2%       7.95
     Kingsland Drive, Batavia, IL (2),(3)                       1990          1     54,522      65%    170,139       0.1%       4.83
     Territorial Drive, Building 1, Bolingbrook, IL (2),(3)     1998          1     52,144     100%    296,775       0.2%       5.69
     Remington Boulevard., Bolingbrook, IL (2),(3)              1996          1     45,220     100%    278,103       0.2%       6.15
     Business Center, Building 1, Mount Prospect, IL (2),(3)    1985          1     43,250       0%          0       0.0%       0.00
     Northpoint Court, Bolingbrook, IL (2),(3)                  1998          1     32,100     100%    166,437       0.1%       5.18
     Penny Lane, Building 1, Schaumburg, IL (2),(3)             1988          1     27,742     100%    138,306       0.1%       4.99
     Penny Lane, Building 2, Schaumburg, IL (2),(3)             1988          1     20,722     100%     96,726       0.1%       4.67
                                                                     ----------  ------------------ --------------------------------

                                     Market Subtotal                         12    644,074      85%  3,422,860       1.9%       6.27

Cincinnati/Northern Kentucky
     Kentucky Drive, Building 2, Florence, KY                   1991          1    128,077     100%    435,458       0.2%       3.40
     Empire Drive, Building 3, Florence, KY                     1991          1    101,250     100%    319,000       0.2%       3.15
     Airport Exchange Drive, Erlanger, KY                       1997          1     67,749      89%    419,641       0.2%       6.93
     Creek Road, Blue Ash, OH                                   1983          1     66,210      84%    496,045       0.3%       8.93
     Foundation Drive, Building 2, Elsmere, KY             1983/1985          1     62,560     100%    309,672       0.2%       4.95
     Empire Drive, Building 2, Florence, KY                     1990          1     47,842      91%    181,174       0.1%       4.14
     Empire Drive, Building 1, Florence, KY                     1990          1     47,840      77%    229,012       0.1%       6.22
     Jamike Drive, Building 4, Erlanger, KY                     1988          1     42,606      86%    148,264       0.1%       4.06
     Turfway Road, Building 3, Erlanger, KY                     1996          1     41,839      57%     84,000       0.0%       3.50
     Turfway Road, Building 2, Erlanger, KY                     1990          1     39,396     100%    186,133       0.1%       4.72
     Jamike Drive, Building 3, Erlanger, KY                     1986          1     38,900      83%    158,504       0.1%       4.90
     Spiral Drive, Building 2, Florence, KY                     1989          1     34,999      77%    223,053       0.1%       8.28
     Commerce Boulevard, Loveland, OH                           1989          1     34,600     100%    192,000       0.1%       5.55
     Foundation Drive, Building 1, Elsmere, KY                  1983          1     33,000     100%    101,640       0.1%       3.08
     Jamike Drive, Building 7, Erlanger, KY                     1985          1     31,540      78%     69,430       0.0%       2.83
     Turfway Road, Building 1, Erlanger, KY                     1990          1     30,711     100%    157,539       0.1%       5.13
     Jamike Drive, Building 2, Erlanger, KY                     1986          1     26,949     100%    134,716       0.1%       5.00
     Jamike Drive, Building 6, Erlanger, KY                     1985          1     26,560     100%    104,201       0.1%       3.92
     Spiral Drive, Building 1, Florence, KY                     1988          1     26,556      73%    201,327       0.1%      10.40
     Jamike Drive, Building 5, Erlanger, KY                     1985          1     24,640     100%    111,417       0.1%       4.52
     Foundation Drive, Building 6, Elsmere, KY                  1984          1     17,500     100%     89,225       0.0%       5.10
     Jamike Drive, Building 1, Erlanger, KY                     1986          1     15,000     100%     67,500       0.0%       4.50
     Foundation Drive, Building 4, Elsmere, KY                  1983          1     12,000     100%     49,800       0.0%       4.15
     Foundation Drive, Building 5, Florence, KY                 1983          1     12,000     100%     52,311       0.0%       4.36
     Foundation Drive, Building 7, Elsmere, KY                  1984          1     12,000     100%     46,122       0.0%       3.84
     Foundation Drive, Building 8, Elsmere, KY                  1984          1     10,000     100%     72,500       0.0%       7.25
     Foundation Drive, Building 3, Elsmere, KY                  1990          1      7,000     100%    105,000       0.1%      15.00
     Power Line Drive, Elsmere, KY                              1994          1      6,000     100%     38,589       0.0%       6.43
                                                                     ----------  ------------------ --------------------------------

                                     Market Subtotal                         28  1,045,324      92%  4,783,273       2.6%       4.98

Columbus Market
     Equity Drive, Building 2, Columbus, OH                1980/1999          1    116,160      92%    679,055       0.4%       6.37

Minneapolis Market
     Woodale Drive, Building 3, Mounds View, MN                 1990          1    144,019      23%    362,640       0.2%      10.77
     West 82nd Street, Bloomington, MN                          1967          1    101,465     100%    481,130       0.3%       4.74
     Woodale Drive, Building 2, Mounds View, MN                 1989          1     55,742     100%    480,986       0.3%       8.63
     Cahill Road, Edina, MN                                     1979          1     45,803     100%    276,588       0.2%       6.04
     Woodale Drive, Building 4, Mounds View, MN                 1992          1     42,551     100%    198,525       0.1%       4.67
     Monticello Lane, Maple Grove, MN                           1986          1     40,437     100%    167,814       0.1%       4.15
                                                                     ----------  ------------------ --------------------------------

                                     Market Subtotal                          6    430,017      74%  1,967,683       1.1%       6.16

                             MIDWEST REGION SUBTOTAL                         47  2,235,575      86% 10,852,871       6.0%       5.62
</TABLE>

                                       18

<PAGE>

<TABLE>
<CAPTION>
                                                                                  Rentable Sq. Ft.  Annualized Net Rent(1)
                                                                                  ----------------  ----------------------
                                                                   Year
                                                                 Built/    No. of          Percent               Percent  Per Leased
     Property Type and Location                               Renovated  Properties Number  Leased     Amount   of Total     Sq. Ft.
     --------------------------                               ---------  ---------- ------  ------     ------   --------     -------
<S>                                                           <C>        <C>        <C>     <C>        <C>      <C>          <C>
     SOUTHEAST REGION
Atlanta Market
     Highlands Parkway, Smyrna, GA                               1997          1    150,000   100%     979,500       0.5%       6.53
     Cobb International Place, Building 2, Kennesaw, GA          1996          1     68,000   100%     268,522       0.1%       3.80
     Town Park Drive, Building 1, Kennesaw, GA                   1995          1     65,830    80%     273,371       0.2%       5.19
     Cobb International Place, Building 1, Kennesaw, GA          1996          1     60,000    85%     224,517       0.1%       4.40
     Town Park Drive, Building 2, Kennesaw, GA                   1995          1     55,554   100%     258,929       0.1%       4.66
     Breckenridge Blvd., Duluth, GA                              1999          1     54,200   100%     379,505       0.2%       7.00
     South Royal Drive, Building 1, Tucker, GA                   1987          1     53,402    72%     191,038       0.1%       5.00
     South Royal Drive, Building 2, Tucker, GA                   1987          1     43,720   100%     183,296       0.1%       4.19
     Northmont Parkway, Building 4, Duluth, GA                   1998          1     40,000   100%     257,196       0.1%       6.68
     South Royal Drive, Building 3, Tucker, GA                   1989          1     37,041    27%     244,878       0.1%      24.41
                                                                            ----   --------------    -------------------------------

                                     Market Subtotal                          10    627,747    90%   3,260,752       1.8%       5.79

Charlotte Market
     Old Charlotte Highway, Monroe, NC                      1957/1972          1    135,000   100%     404,260       0.2%       2.99
     Airport Road, Monroe, NC                               1972/1999          1    118,930   100%     606,390       0.3%       5.10
     Commerce Blvd., Charlotte, NC                               1988          1     80,640   100%     291,806       0.2%       3.62
     Woodpark Boulevard, Building 3, Charlotte, NC               1987          1     65,850   100%     199,459       0.1%       3.03
     Woodpark Boulevard, Building 1, Charlotte, NC               1985          1     56,000    83%     152,768       0.1%       3.31
     Woodpark Boulevard, Building 2, Charlotte, NC               1986          1     48,600    85%     139,622       0.1%       3.38
     North I-85 Service Road, Charlotte, NC                      1988          1     44,150   100%     247,470       0.1%       5.61
                                                                            ----   --------------    -------------------------------

                                     Market Subtotal                           7    549,170    97%   2,041,775       1.1%       3.84

Orlando Market
     North Andrews Avenue, Pompano Beach, FL                     1999          1    104,990   100%     767,421       0.4%       7.31
     Landstreet Road, Building 4, Orlando, FL                    2000          1     62,456   100%     406,342       0.2%       6.51
     Boggy Creek, Building 2, Orlando, FL                        1996          1     55,456    49%     271,829       0.1%      10.05
     Landstreet Road, Building 2, Orlando, FL                    1997          1     55,456    60%     241,274       0.1%       7.24
     Boggy Creek, Building 3, Orlando, FL                        1998          1     55,456   100%     339,526       0.2%       6.12
     Boggy Creek, Building 1, Orlando, FL                        1992          1     52,500    93%     308,802       0.2%       6.33
     Boggy Creek, Building 4, Orlando, FL                        1999          1     50,108   100%     227,991       0.1%       4.55
     Landstreet Road, Building 3, Orlando, FL                    1997          1     50,018   100%     262,094       0.1%       5.24
                                                                            ----   --------------    -------------------------------

                                     Market Subtotal                           8    486,440    89%   2,825,279       1.6%       6.54

                           SOUTHEAST REGION SUBTOTAL                          25  1,663,357    92%   8,127,806       4.5%       5.32

     NORTHEAST REGION
Baltimore/Washington Market
     Guilford Road, Annapolis Junction, MD                       1989          1     96,686   100%     620,235       0.3%       6.41
     Cabot Tech @ Beaumeade, Building 1, Ashburn, VA             2000          1     91,605   100%   1,179,354       0.6%      12.87
     Nokes Boulevard, Building 1, Sterling, VA                   1998          1     88,489   100%     793,950       0.4%       8.97
     Nokes Boulevard, Building 2, Sterling, VA                   1999          1     78,671   100%     681,624       0.4%       8.66
     Beaumeade Circle, Ashburn, VA                               1990          1     78,274   100%     832,458       0.5%      10.64
     Corporate Boulevard, Building 1, Linthicum Heights, MD      1999          1     77,288   100%     928,098       0.5%      12.01
     Oakville Industrial Park, Building 3, Alexandria, VA        1947          1     76,089   100%     720,858       0.4%       9.47
     The Crysen Center, Building 2, Jessup, MD                   1985          1     76,043    80%     331,910       0.2%       5.45
     The Crysen Center, Building 1, Jessup, MD                   1985          1     75,820   100%     441,817       0.2%       5.83
     Bristol Court, Building 1, Jessup, MD                       1987          1     73,071   100%     388,380       0.2%       5.32
     Cabot Tech @ Beaumeade, Building 2, Ashburn, VA             2000          1     72,848   100%     937,978       0.5%      12.88
     Oakville Industrial Park, Building 1, Alexandria, VA        1949          1     67,225    92%     442,696       0.2%       7.18
     Fontana Lane, Building 2, Baltimore, MD                     1988          1     61,320    57%     222,849       0.1%       6.37
     Bristol Court, Building 2, Jessup, MD                       1986          1     60,000   100%     310,441       0.2%       5.17
     Oakville Industrial Park, Building 5, Alexandria, VA        1961          1     56,134   100%     254,274       0.1%       4.53
     Guilford Road, Building 3, Columbia, MD                     1999          1     55,032   100%     563,725       0.3%      10.24
     Corporate Boulevard, Building 2, Linthicum Heights, MD      1999          1     53,368   100%     627,301       0.3%      11.75
     Oakville Industrial Park, Building 6, Alexandria, VA        1946          1     50,876   100%     578,567       0.3%      11.37
     Guilford Road, Building 2, Ashburn, VA                      1988          1     50,355   100%     381,847       0.2%       7.58
     West Nursery Road, Building 1, Linthicum, MD                1990          1     49,100   100%     343,700       0.2%       7.00
     Guilford Road, Building 1, Ashburn, VA                      1987          1     48,635    87%     265,219       0.1%       6.27
     Fontana Lane, Building 1, Baltimore, MD                     1988          1     47,434    89%     234,329       0.1%       5.55
     West Nursery Road, Building 2, Linthicum, MD                1990          1     39,041   100%     406,160       0.2%      10.40
     Oakville Industrial Park, Building 2, Alexandria, VA        1940          1     23,683   100%     137,321       0.1%       5.80
     Oakville Industrial Park, Building 4, Alexandria, VA        1952          1      2,800   100%      23,253       0.0%       8.30
                                                                            ----   --------------    -------------------------------

                                     Market Subtotal                          25  1,549,887    96%  12,648,344       6.9%       8.48

Boston Market
     Technology Drive, Auburn, MA                                1973          1     54,400   100%     384,200       0.2%       7.06
     John Hancock Road, Taunton, MA                              1986          1     34,224     0%           0       0.0%       0.00
                                                                            ----   --------------    -------------------------------
</TABLE>

                                       19

<PAGE>

<TABLE>
<CAPTION>
                                                                                  Rentable Sq. Ft.  Annualized Net Rent(1)
                                                                                  ----------------  ----------------------
                                                                   Year
                                                                 Built/    No. of          Percent               Percent  Per Leased
     Property Type and Location                               Renovated  Properties Number  Leased     Amount   of Total     Sq. Ft.
     --------------------------                               ---------  ---------- ------  ------     ------   --------     -------
<S>                                                           <C>        <C>        <C>     <C>        <C>      <C>          <C>
                                     Market Subtotal                           2     88,624   61%      384,200       0.2%       7.06

New York/New Jersey Market
     Memorial Drive, Franklin Township, NJ (2), (3)         1988/1998          1    148,598  100%      705,295       0.4%       4.75
     New England Avenue, Piscataway, NJ (2), (3)            1975/1995          1    101,553  100%      416,367       0.2%       4.10
                                                                            ----   -------------     -------------------------------

                                     Market Subtotal                           2    250,151  100%    1,121,662       0.6%       4.48

                           NORTHEAST REGION SUBTOTAL                          29  1,888,662         14,154,206       7.8%       7.88

     WORKSPACE DISTRIBUTION PROPERTIES TOTAL                                 191  9,973,552   90%   62,028,318      34.1%       6.89

     GRAND TOTAL                                                             382 43,495,206   91% $182,096,223     100.0%      $4.58
                                                                            ==== ===============  ==================================
</TABLE>

(1)  "Annualized Net Rent" means annualized monthly net rent from leases in
     effect as of June 30, 2002. "Net Rent" means contractual rent, excluding
     any reimbursements for real estate taxes or operating expenses.
(2)  Included within Assets Held for Sale at June 30, 2002.
(3)  Property sold subsequent to June 30, 2002.

                                       20

<PAGE>

Item 3.      Legal Proceedings

Cabot L.P. is not a party to any material litigation nor, to Cabot L.P.'s
knowledge, is any litigation threatened against Cabot L.P., other than routine
actions arising in the ordinary course of business, substantially all of which
are expected to be covered by liability insurance and which, in the aggregate,
are not expected to have a material adverse effect on the business, results of
operations or financial condition of Cabot L.P.

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

None.

                                       21

<PAGE>

PART II

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

There is no established public trading market for Cabot L.P.'s units. As of
September 30, 2002, Cabot L.P. had outstanding 52,979,886 common equity limited
partnership units (Common Units) and Cumulative Redeemable Perpetual Preferred
Units (Preferred Units) as follows: 1,300,000 Series B Preferred Units,
2,600,000 Series C Preferred Units, 200,000 Series D Preferred Units, 200,000
Series E Preferred Units, 1,800,000 Series F Preferred Units, 600,000 Series G
Preferred Units, and 1,400,000 Series H Preferred Units. As of September 30,
2002, there was one holder of Common Units of Cabot L.P. As of the same date,
there were seven holders of the Preferred Units.

The table sets forth the distributions paid per Common Unit with respect to the
calendar periods indicated (fiscal year for 2003):

<TABLE>
<S>                                                                          <C>
           2000:                                                             Distributions
           ----                                                              -------------

                First Quarter                                                       $0.340
                Second Quarter                                                       0.355
                Third Quarter                                                        0.355
                Fourth Quarter                                                       0.355

           2001:                                                             Distributions
           ----                                                              -------------

                First Quarter                                                       $0.355
                Second Quarter                                                       0.370
                Third Quarter                                                        0.370
                Fourth Quarter                                                       0.370

           2002:                                                             Distributions
           ----                                                              -------------

                First Quarter                                                       $0.389
                Second Quarter                                                      $0.642

           2003 (fiscal year):                                               Distributions
           ----                                                              -------------

                First Quarter (through September 30, 2002, includes
                proceeds related to sale of assets to CalEast)                      $5.971
</TABLE>

The operating cash flow realized by Cabot L.P. and the amount available for
distributions to Common Unitholders is affected by a number of factors,
including the property revenues of Cabot L.P., the operating expenses of Cabot
L.P., the debt service on borrowings, property capital expenditures and the
distributions to holders of Preferred Units of Cabot L.P. Future distributions
by Cabot L.P. will be at the discretion of the Board of Trustees of Cabot Trust
and will depend on the actual cash flow of Cabot L.P., its financial condition
and capital requirements, the annual income distribution requirements under the
REIT provisions of the Code and such other factors as Cabot Trust's Board of
Trustees deems relevant.

Recent Sales of Unregistered Securities

Cabot L.P. issued Cabot Trust 7,300 Common Units on January 28, 2002 for an
aggregate consideration of $148,920. The issuance was made to Cabot Trust, an
"accredited investor" within the meaning of Rule 501 of Regulation D of the
Securities Act of 1933, and the Common Units were issued in reliance upon the
exemption from registration set forth in Regulation D.

Cabot L.P. issued Cabot Trust 9,354,591 Common Units on February 26, 2002 for an
aggregate consideration of $192,891,666.42. The issuance was made to Cabot
Trust, an "accredited investor" within the meaning of Rule 501 of Regulation D
of the Securities Act of 1933, and the Common Units were issued in reliance upon
the exemption from registration set forth in Regulation D.

                                       22

<PAGE>

Item 6.    Selected Financial Data

Cabot L.P. commenced operations on February 4, 1998; the completion date of the
Formation Transactions and the Offerings described elsewhere herein. On December
7, 2001, the Merger was completed as described elsewhere herein. Set forth below
are selected historical financial and other data for the real estate advisory
business of Cabot Partners and for Cabot L.P. The selected financial data
presented below for the six months ended June 30, 2002 and for the years ended
December 31, 2001 (on a combined basis), 2000 and 1999 and as of June 30, 2002,
December 31, 2001 and 2000 have been derived from the financial statements of
Cabot L.P. that have been audited by Deloitte & Touche LLP, independent public
accountants, as indicated in their report included within this report on Form
10-K. This information should be read in conjunction with the financial
statements and notes thereto included elsewhere herein.

The selected financial data presented below for Cabot L.P. as of December 31,
1999 and as of and for the year ended December 31, 1998, and Cabot Partners as
of and for the year ended December 31, 1997 is derived from Cabot L.P. and Cabot
Partners financial statements and the notes thereto, not included in this report
on Form 10-K.

<TABLE>
<CAPTION>

                                                                         Cabot L.P.                                   Cabot Partners
                                         ---------------------------------------------------------------------------- --------------
                                                 As of and for                   As of and for                         As of and for
                                             the Six Months Ended               the Periods Ended                     the Year Ended
                                                   June 30,                        December 31,                         December 31,
                                         ---------------------------------------------------------------------------- --------------
In Thousands                                2002(1)      2001        2001(2)        2000        1999      1998(3),(4)      1997
                                         -----------  -----------   ----------  -----------  -----------  ----------- --------------
                                                      (unaudited)                                         (unaudited)
<S>                                      <C>          <C>           <C>         <C>          <C>          <C>           <C>
Operating Data
Rental Revenues                          $    94,613  $    90,891   $  188,243  $   172,512  $   121,389  $    74,255   $    9,080
Depreciation and amortization expenses        18,545       16,550       34,729       34,085       24,070       15,497          977
General and administrative expenses            2,451        5,222       11,380       10,134        8,965        6,845        7,045
Severance and merger expenses                      -            -       51,298            -            -            -            -

Net income from continuing operations         30,055       35,133       20,261       59,108       41,866       33,009        1,058
Discontinued operations                        6,134        9,244       16,837       19,844       21,821       17,949          N/A
Net income                                    36,189       44,377       37,098       78,952       63,687       50,958        1,058
Net income allocable to partnership
units                                         25,601       33,789       15,922       59,333       57,678       50,958          N/A

Balance Sheet Data
Total assets                             $ 2,150,368  $ 1,786,438  $ 2,240,068  $ 1,767,959  $ 1,593,484  $ 1,110,570   $    5,339
Total liabilities                            841,386      731,297    1,115,728      713,054      584,768      293,272          760
Total partners' equity/capital             1,308,982    1,055,141    1,124,340    1,054,905    1,008,716      817,298        4,579

Other Data
Cash flows provided by (used in):
  Operating activities                   $    52,987  $    58,091  $   118,526  $   109,461  $   101,293  $    78,726   $    1,062
  Investing activities                       (25,831)     (34,270)     (63,799)    (203,971)    (454,195)    (398,795)        (193)
  Financing activities                      (118,882)     (23,212)      42,821       75,506      372,608      322,369       (2,069)
</TABLE>

(1) In April 2002, Cabot L.P. changed its fiscal year-end from December 31 to
    June 30. Accordingly, Cabot L.P.'s transition period from January 1, 2002 to
    June 30, 2002 is presented. The unaudited data for the six months ended
    June 30, 2001 is presented for comparative purposes only.

(2) Reflects the combined pre-and post-Merger periods.

(3) Represents activity for the period from the commencement of operations on
    February 4, 1998 through December 31, 1998.

(4) Amounts have been restated in accordance with Statement of Financial
    Accounting Standards No. 144. The restated financial statements are
    unaudited.

                                       23

<PAGE>

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

INTRODUCTION

On December 4, 2001, pursuant to a previously announced Merger Agreement, all
outstanding common limited partnership units in Cabot L.P., other than those
held by Cabot Trust, were exchanged for shares of beneficial interest of Cabot
Trust and such shares were tendered to Rooster and Calwest pursuant to a tender
offer. As a result, Cabot Trust became the sole holder of common units of
limited partnership interest in Cabot L.P. After the expiration of the tender
offer on December 4, 2001, Rooster and Calwest announced that they had accepted
all 42,388,440 common shares of beneficial interest of Cabot Trust that were
tendered pursuant to the tender offer. Such shares constituted 97% of Cabot
Trust's outstanding common shares of beneficial interest. On December 7, 2001,
Calwest acquired all Cabot Trust's remaining outstanding common shares of
beneficial interest pursuant to the Merger of Rooster with and into Cabot Trust,
with Cabot Trust surviving as a wholly-owned subsidiary of Calwest through
December 31, 2001.

The Merger was accounted for as a purchase of Cabot L.P. by Calwest and
therefore the balance sheet of Cabot L.P. on December 7, 2001 was adjusted to
reflect the purchase price and recorded at Cabot L.P. in accordance with the
SEC's Staff Accounting Bulletin "Push Down Basis of Accounting in Certain
Limited Circumstances." The purchase price was approximately $2.1 billion, which
included the outstanding Preferred Units and the assumption of debt of Cabot
L.P. This purchase price was allocated to the assets and liabilities of Cabot
L.P. based on their relative fair values and resulted in no allocation to
goodwill.

The schedule below sets forth Cabot L.P.'s 2001 consolidated results of
operations. The period from January 1, 2001 to December 6, 2001 represents Cabot
L.P.'s operations prior to the date of the Merger on an historical basis. The
period from December 7, 2001 to December 31, 2001 reflects the operations of
Cabot L.P. after the Merger and therefore reflects the operating impact of
purchase accounting adjustments made to the assets and liabilities as previously
described. In general, the recognition of straight-line rental revenue and
depreciation, amortization and interest expense has been impacted by the new
cost basis of the corresponding assets and liabilities on the balance sheet.

In April 2002, Cabot L.P. changed its fiscal year end from December 31 to June
30. Accordingly, the results of operations for 2002 compares the six months
ended June 30, 2002 with the unaudited six months ended June 30, 2001. The six
month period ended June 30, 2002 reflects the operations of Cabots L.P. after
the Merger and therefore reflects the operating impact of purchase accounting
adjustments made to the assets and liabilities as previously described. The six
month period ended June 30, 2001 represents Cabot L.P's operations prior to the
date of the Merger on an historical basis. In general, the recognition of
straight-line rental revenue and depreciation, amortization and interest expense
has been impacted by the new cost basis of the corresponding assets and
liabilities on the balance sheet. Material fluctuations in operations resulting
from the effect of purchase accounting have been highlighted.

On August 1, 2002, Cabot L.P., pursuant to an Agreement of Sale dated June 28,
2002, sold to CalEast all of its interest in Cabot Acquisition, a wholly-owned
subsidiary of Cabot L.P. for $375,450,000, of which amount $300,450,000 was paid
in cash and $75,000,000 was paid by the assumption of mortgage loans issued by
TIAA to Cabot L.P. The assets sold included 46 buildings (the "Property" which
is included within Assets Held for Sale), constituting approximately 16% of the
assets of Cabot L.P., all of the improvements, leases, license and permits, and
personal property which affects the Property, and all of Cabot Acquisition's
service contracts and agreements (collectively, the "Assets"). The purchase
price represented the fair market value of the Assets as of June 30, 2002, as
determined by appraisers appointed by Calwest, less $75 million, constituting
the outstanding principal balance of the assumed mortgage loans issued by TIAA
to Cabot L.P., which mortgage loans were assumed by Caleast at the closing.

Cabot L.P. owns and operates a diversified portfolio of bulk distribution,
multitenant distribution and "workspace" (light industrial, R&D and similar
facilities) properties throughout the United States. As of June 30, 2002
Cabot L.P. owned 382 industrial properties. Cabot L.P.'s continuing portfolio
consisted of 332 properties and its Assets Held for Sale consisted of 50
properties at June 30, 2002. The operations related to the Assets Held for Sale
are presented as discontinued operations for all periods presented in accordance
with SFAS 144, Accounting for the Impairment or Disposal of Long-Lived Assets.
In the near term, Cabot L.P. expects to significantly reduce the pace of its
acquisition of property. Furthermore, Cabot L.P. expects to re-evaluate the
markets within which it operates as part of its portfolio strategy, which may
result in the disposition of assets.

Management believes the following critical accounting policies represent the
more significant estimates and assumptions used in the preparation of the
consolidated financial statements. The allowance for uncollectible rental
income, which is established through a charge to the provision for uncollectible
rental income, is based on management's evaluation of the level of the allowance
required in relation to the estimated exposure in Rents and Other Receivables.
Management believes the allowance for uncollectible accounts is a significant
estimate and therefore regularly evaluates it for adequacy by taking into
consideration factors such as tenant payment history and likelihood of a
tenant's ability to continue as a going concern. The use of different estimates
or assumptions could produce different provisions for possible uncollectible
rental income. Investments in Real Estate are carried at cost, less accumulated
depreciation. Management applies assumptions in determining the estimated lives
of its Investments in Real Estate. Additionally in conjunction with the Merger,
management has allocated Calwest's $2.1 billion purchase price to Cabot L.P.'s
tangible assets and liabilities based on their respective fair values.

The combined 2001 pre- and post-merger periods have been compared to the year
ended December 31, 2000 for purposes of management's discussion and analysis of
the results of operations. Any references, below, to the year ended 2001 shall
refer to the combined periods. Material fluctuations in operations resulting
from the effect of purchase accounting have been highlighted.

                                       24

<PAGE>

<TABLE>
<CAPTION>
                                                               Post-Merger            Pre-Merger
                                                            December 7, 2001-      January 1, 2001-
                                                            December 31, 2001      December 6, 2001       Combined
                                                            -----------------      ----------------       --------
                                                              (in thousands)        (in thousands)     (in thousands)
<S>                                                         <C>                    <C>                 <C>
Revenues:

      Rental Income .....................................           $  13,505         $ 145,714         $ 159,219

      Tenant Reimbursements .............................               2,377            26,647            29,024
                                                                    ---------         ---------         ---------
                                                                       15,882           172,361           188,243

Expenses:

      Property Operating ................................               1,674            16,433            18,107

      Property Taxes ....................................               1,431            18,879            20,310

      Depreciation and Amortization .....................               2,364            32,365            34,729

      General and Administrative ........................                 517            10,863            11,380

      Severance and Merger Expenses .....................                  --            51,298            51,298

      Interest Expense ..................................               3,048            36,456            39,504
                                                                    ---------         ---------         ---------
                                                                        9,034           166,294           175,328

Other Income:

      Net Gain on Sales of Real Estate ..................                  --             4,042             4,042

      Interest and Other Income .........................                 196               754               950

      Earnings and Fees from Joint Ventures
       and Advisory Clients .............................                  93             2,261             2,354
                                                                    ---------         ---------         ---------

      Net Income from Continuing Operations .............               7,137            13,124            20,261
                                                                    ---------         ---------         ---------

      Discontinued Operations ...........................                 930            15,907            16,837
                                                                    ---------         ---------         ---------

      Net Income ........................................               8,067            29,031            37,098
                                                                    ---------         ---------         ---------

      Preferred Unitholder Distributions ................              (1,423)          (19,753)          (21,176)
                                                                    ---------         ---------         ---------
      Net Income Allocable to Partnership Units .........           $   6,644         $   9,278         $  15,922
                                                                    =========         =========         =========
</TABLE>

                                       25

<PAGE>

RESULTS OF OPERATIONS

Six Months Ended June 30, 2002 Compared with Six Months Ended June 30, 2001

Net income allocable to partnership units for the six months ended June 30, 2002
totaled $25.6 million compared to $33.8 million for the six months ended June
30, 2001. The results for the six months ended June 30, 2001 include a gain on
sale of real estate of $2.4 million. There were no sales of property during the
six months ended June 30, 2002. After the consideration of the impact of the
gain on sale of property in 2001, the decrease in net income allocable to
partnership units in 2002 of approximately $5.8 million is primarily due a
$3.1 million decrease in income earned from Discontinued Operations, increased
depreciation and amortization expense, decreased operating margin from
Continuing Operations and decreased fees from joint ventures and advisory
clients, offset partially by decreased general and administrative expenses.

Rental revenues were $94.6 million, including tenant reimbursements of
$14.6 million, for the six months ended June 30, 2002, compared to
$90.9 million, including tenant reimbursements of $14.2 million, for the six
months ended June 30, 2001. Rental revenue of $88.5 million and $87.2 million
was generated for the six months ended June 30, 2002 and 2001, respectively, by
the properties owned as of January 1, 2001 and still owned at June 30, 2002,
excluding properties included in Discontinued Operations, and rental revenue of
$6.1 million and $2.6 million for the six months ended June 30, 2002 and 2001,
respectively, was generated by the properties acquired or developed after
January 1, 2001. The remainder of rental revenue relates to sold properties.

Cabot L.P.'s operating margin (the ratio of rental revenues minus property
operating and property tax expenses to rental revenues) decreased to
approximately 75% for the six months ended June 30, 2002 compared with 79% for
the six months ended June 30, 2001. The decrease is due to a change in the
composition of leases (primarily as a result of the acquisition of multitenant
and workspace properties) to include more leases where Cabot L.P. pays property
and operating expenses and is reimbursed by the tenants compared to leases where
the tenant pays these expenses directly. In addition, average occupancy for the
entire property portfolio (including properties included within Discontinued
Operations) decreased to 91.5% as of June 30, 2002 from 96.1% as of June 30,
2001. The operating margin is not significantly impacted by the purchase price
adjustments.

Depreciation and amortization expense related to real estate investments was
$18.5 million and $16.6 million for the six months ended June 30, 2002 and 2001,
respectively. The increase relates primarily to the increased depreciation as a
result of the increased cost basis of real estate assets recorded in conjunction
with the Merger, offset by decreased amortization related to leasing costs,
primarily as a result of the reduced basis recorded in connection with the
Merger.

General and administrative expense decreased by $2.7 million from $5.2 million
for the six months ended June 30, 2001 to $2.5 million for the six months ended
June 30, 2002. The decrease is primarily due to decreased compensation and
rental expenses. In conjunction with the Merger, all employees were terminated
and all general and administrative duties subsequent to the Merger are performed
by RREEF, Cabot L.P.'s investment manager.

Interest expense increased by approximately $0.7 million to $20.6 million for
the six months ended June 30, 2002. The increase is primarily due to
approximately $2.5 mi11ion of interest expense related to deferred financing
costs for the Bridge Financing and a reduction in the amount of interest expense
that was capitalized to development projects of approximately $1.3 million due
to the completion and transfer of several development projects to operations and
decreased investment in new development projects offset by a reduction of
interest expense related to the amortization of the premium resulting from the
debt revaluation made in conjunction with the Merger.

Interest and Other Income, which consisted primarily of interest earned on Cabot
L.P.'s invested cash balances during the six months ended June 30, 2002,
decreased $0.8 million to $0.4 million. The decrease is primarily due to lower
interest rates available on invested cash balances, approximately $0.3 million
of interest income earned in 2001 related to bridge loan financing provided to
the Joint Ventures in 2001 and development fee revenues earned in 2001.

Earnings and Fees from Joint Ventures and Advisory Clients consists of earnings
from the Joint Ventures accounted for under the equity method of approximately
$0.6 million for the six months ended June 30, 2002 and development fees of
approximately $0.2 million earned from Joint Venture arrangements. During the
six months ended June 30, 2001, Cabot L.P. recorded earnings from Joint Ventures
of approximately $0.4 million and earned acquisition, development and asset
management fees of $0.9 million from its Joint Venture arrangements as well as
from third party clients for which Cabot L.P. performed services. The decrease
in Earnings and Fees from Joint Ventures and Advisory Clients is primarily
attributable to acquisition fees that were earned from advisory clients in 2001.
In conjunction with the Merger, RREEF was engaged to provide these services and
therefore there are no acquisition and asset management fees earned by Cabot
L.P. for the six months ended June 30, 2002. This decrease is partially offset
by an increase in earnings from Joint Ventures attributable to the completion
and placement of a development property placed into operations during 2002.

Distributions to Preferred Unitholders totaled $10.6 million for the six months
ended June 30, 2002, which was unchanged from the $10.6 million that was
distributed for the six months ended June 30, 2001.

Income from Discontinued Operations decreased approximately $3.1 million to $6.1
million for the six months ended June 30, 2002. Income from Discontinued
Operations reflects the actual operating results for rental revenues, property
operating, property tax and depreciation and amortization expenses for each of
the properties included within Discontinued Operations and in 2002 also reflects
an impairment expense related to assets sold to CalEast of $1.9 million. In
addition, Income from Discontinued Operations also reflects approximately $3.0
million and $3.2 million of interest expense for each of the six months ended
June 30, 2002 and 2001, respectively, related to the mortgage loans assumed by
CalEast in connection with sale of certain property to CalEast. The decrease in
Income from Discontinued Operations of approximately $3.1 million resulted from
a decrease in income related to increased vacancy and the loss on the sale of
property to CalEast.



                                       26

<PAGE>

Year Ended December 31, 2001 Compared with Year Ended December 31, 2000

Net income allocable to partnership units for the year ended December 31, 2001
totaled $15.9 million compared to $59.3 million for the year ended December 31,
2000. The decrease is primarily due to the recognition of $51.3 million of
severance and merger expenses offset primarily by a full year's earnings from
additional investments in real estate.

Rental revenues were $188.2 million, including tenant reimbursements of $29.0
million, for the year ended December 31, 2001, compared to $172.5 million,
including tenant reimbursements of $25.0 million, for the year ended December
31, 2000. Rental revenue of $152.2 million and $146.9 million was generated in
2001 and 2000, respectively, by the properties owned as of January 1, 2000 and
still owned at December 31, 2001, excluding properties included in Discontinued
Operations, and rental revenue of $32.1 million and $17.7 million in 2001 and
2000, respectively, was generated by the properties acquired or developed after
January 1, 2000. The remainder of rental revenue relates to properties sold and
properties under development.

The operating margin (the ratio of rental revenues minus property operating and
property tax expense to rental revenues) remained unchanged at 80% for each of
the years ended December 31, 2001 and 2000.

Depreciation and amortization expense related to real estate investments was
$34.7 million and $34.1 million for the years ended December 31, 2001 and 2000,
respectively. The increase relates primarily to amortization of increased
deferred leasing costs and additional depreciation related to the new cost basis
of real estate assets established in conjunction with the Merger.

General and administrative expense increased by $1.3 million from $10.1 million
for the year ended December 31, 2000 to $11.4 million for the year ended
December 31, 2001. The increase is primarily due to increased compensation and
rental expenses. As a percentage of total rental revenues (including rental
revenues earned by properties included in Discontinued Operations), general and
administrative expense remained relatively stable at 5.0% in 2001 versus 4.8% in
2000. In conjunction with the Merger, all employees were terminated and all
general and administrative duties subsequent to the Merger are performed by
RREEF, Cabot L.P.'s investment manager.

In 2001, Cabot L.P. incurred expenses of $51.3 million related to the Merger.
Severance expense payable to certain senior executives pursuant to employment
agreements was $21.7 million, and severance expense payable to other employees
pursuant to the Cabot Trust Severance Plan was $6.0 million. Expense recognized
from distribution equivalent units (DEUs) payable to employees due to the
change of control was $14.6 million, and other compensation expenses totaled
$1.4 million. Other merger expenses incurred by Cabot L.P. prior to the Merger,
primarily payable to financial advisors, were $7.6 million.

Interest expense of $39.5 million and $40.9 million was incurred related to
Continuing Operations for the years ended December 31, 2001 and 2000,
respectively. The decrease primarily results from a $4.8 million decrease in
interest expense on the Cabot L.P. LIBOR-based facility partially offset by a
$3.3 million increase of interest incurred on $55 million of medium term notes
obtained in September of 2000. The decrease in interest expense on the Cabot
L.P. LIBOR-based facility reflects a decrease in the average outstanding balance
as well as a decrease in the average interest rate. The increase in interest
expense related to the medium term notes reflects a full year of interest
expense in 2001. Interest incurred on unsecured debt of $200 million remained
relatively unchanged.

During 2001, Cabot L.P. sold nine properties and a parcel of land for $47.3
million, which resulted in Net Gain on Sales of Real Estate of $4.0 million.
During 2000, Cabot L.P. sold two properties for $22.3 million, which resulted in
Net Gain on Sales of Real Estate of $2.6 million.

Interest and Other Income decreased $1.1 million to $1.0 million for the year
ended December 31, 2001 compared to $2.1 million for the year ended December 31,
2000. The decrease is primarily due to decreased earnings from Cabot Advisors
related to the loss of a significant client and since its responsibilities
terminated at the date of the Merger, it earned no revenue during the
post-Merger period.

Earnings and Fees from Joint Ventures and Advisory Clients increased $1.6
million to $2.4 million for the year ended December 31, 2001 from $0.8 million
for the year ended December 31, 2000. The increase is primarily due to a full
year of ownership in 2001. In addition, acquisition fees of $0.4 million from an
advisory client were earned in 2001.

Distributions to Preferred Unitholders totaled $21.2 million in 2001, an
increase of $1.6 million compared to $19.6 million in 2000. The increase
reflects a full year of distributions for $50 million of Preferred Units that
were issued in 2000.

Income from Discontinued Operations decreased approximately $3.0 million to
$16.8 million for the year ended December 31, 2001. Income from Discontinued
Operations reflects the actual operating results for rental revenues, property
operating, property tax and depreciation and amortization expenses for each of
the properties included within Discontinued Operations. In addition, income
from Discontinued Operations also reflects approximately $6.4 million and
$2.6 million of interest expense for each of the years ended December 31, 2001
and 2000, respectively, related to the mortgage loans assumed by CalEast in
connection with the sale of certain property to CalEast. The increase in
interest expense of $3.8 million reflects a full year of interest expense in
2001 on the secured mortgage loans assumed by CalEast, which were obtained by
Cabot L.P. in 2000. The increase in interest expense is offset by an increase
in operating margin on the properties included with Discontinued Operations.


                                       27

<PAGE>

Year Ended December 31, 2000 Compared with Year Ended December 31, 1999

Net income allocable to partnership units for the year ended December 31, 2000
totaled $59.3 million, compared to $57.7 million for the year ended December 31,
1999. The increase in net income is due to increased income from real estate
operations and joint ventures, and the negative impact of the Settlement of
Treasury Lock in 1999, both offset by increased distributions to Preferred
Unitholders.

Rental revenues were $172.5 million, including tenant reimbursements of $25.0
million, for the year ended December 31, 2000, compared to $121.4 million,
including tenant reimbursements of $16.0 million, for the year ended December
31, 1999. Total rental revenue of $101.3 million and $97.4 million was generated
in 2000 and 1999, respectively, by the properties owned as of January 1, 1999
and still owned at December 31, 2000, excluding properties included in
Discontinued Operations, and rental revenue of $68.6 million and $21.8 million
in 2000 and 1999, respectively, was generated by the properties acquired or
developed after January 1, 1999, excluding properties included in Discontinued
Operations. The remainder of rental revenue relates to properties sold.

Cabot L.P.'s operating margin (the ratio of rental revenues minus property
operating and property tax expenses to rental revenues) decreased to
approximately 80% for the year ended December 31, 2000 compared with 82% for the
year ended December 31, 1999. The decrease is primarily due to a change in the
composition of leases, primarily as a result of the acquisition of multitenant
and workspace properties, to more leases where Cabot L.P. pays property and
operating expenses and is reimbursed by the tenants compared to leases where the
tenant pays these expenses directly. In addition, average occupancy for the
entire property portfolio decreased to 97.2% in 2000 from 97.5% in 1999.

Depreciation and amortization related to real estate investments was $34.1
million and $24.1 million for the years ended December 31, 2000 and 1999,
respectively. The increase reflects the acquisition of real estate assets in
2000, as well as a full year of expense related to 1999 acquisitions, excluding
properties included in Discontinued Operations.

General and administrative expense increased by $1.2 million, to $10.1 million
for the year ended December 31, 2000. The increase reflects additional annual
incentive compensation for 2000 payable under Cabot L.P.'s compensation program
and an increase in the number of personnel to manage the acquisition,
development, asset management and financing activity related to the increase in
the number of Cabot L.P.'s properties during the two-year period. As a
percentage of total rental revenues (including rental revenues earned by
properties included in Discontinued Operations), general and administrative
expense decreased to 4.8% in 2000 from 5.7% in 1999.

Interest expense related to Continuing Operations increased by $15.6 million to
$40.9 million for the year ended December 31, 2000. The increase is primarily
due to additional borrowings under Cabot L.P.'s Facility compared to the prior
year and the impact of a full year interest expense on $200 million of unsecured
financing obtained during 1999. In addition, Cabot L.P.'s weighted average
borrowing rate increased in 2000 due to an increase in the LIBOR rate for the
Facility and the refinancing of approximately $55 million of the Facility with
medium term notes in September of 2000 with a higher fixed interest rate.

During 2000, Cabot L.P. sold two properties for $22.3 million, which resulted in
Net Gain on Sales of Real Estate of $2.6 million. During 1999, Cabot L.P. sold
two properties for $17.1 million, which resulted in a Net Gain on Sales of Real
Estate of $2.8 million.

Interest and Other Income increased by $1.1 million, to $2.1 million in 2000.
The increase is primarily due to $0.6 million of interest income earned in 2000
related to bridge loan financing provided to the Joint Ventures in 2000.
Additional other income of $0.5 million is primarily due to increased earnings
from Cabot Advisors.

During 2000, Cabot L.P. entered into three separate joint venture arrangements
from which it derived fee income and shares in the operating results (accounted
for under the equity method). The income in 2000, included in earnings and fees
from joint ventures and advisory clients, consisted primarily of acquisition and
development fees of $0.7 million and asset and property management fees and
earnings from joint ventures of $0.1 million.

Income from Discontinued Operations decreased approximately $2.0 million to
$19.8 million for the year ended December 31, 2000. Income from Discontinued
Operations reflects the actual operating results for rental revenues, property
operating, property tax and depreciation and amortization expenses for each of
the properties included within Discontinued Operations. In addition, income from
Discontinued Operations also reflects approximately $2.6 million of interest
expense for the year ended December 31, 2000, related to the mortgage loans
assumed by CalEast in connection with the sale of certain property to CalEast.
Cabot L.P. obtained the mortgage loans assumed by CalEast in 2000. Accordingly,
no interest expense is included within income from Discontinued Operations for
the year ended December 31, 1999 related to these mortgage loans.


                                       28

<PAGE>

CAPITAL RESOURCES AND LIQUIDITY

Cabot L.P. intends to rely on cash provided by operations, unsecured and secured
borrowings from institutional sources, and public debt as its primary sources of
funding for acquisition, development, expansion and renovation of properties.
Cabot L.P. may also consider preferred and common equity financing when such
financing is available on attractive terms.

In December 2001, Cabot L.P. issued a note payable in the amount of $500
million. This financing (the "Bridge Financing") bore an interest rate of LIBOR
plus 125 basis points (3.30% at December 31, 2001), and was due June 6, 2002.
The Bridge Financing was repaid in full and terminated in February 2002.

On February 5, 2002, Cabot L.P. entered into a Revolving Credit Agreement (the
"Revolving Credit Agreement") with JP Morgan Chase Bank as lead agent for a
syndicate of banks. The $300 million in proceeds from the Revolving Credit
Agreement were used to partially repay the Bridge Financing. The Revolving
Credit Agreement is guaranteed by Cabot Trust and Calwest and provides for a
loan amount of $300 million or such lesser amount as will enable Cabot L.P. to
comply with all financial covenants. The loan is due in February 2005, and may
be extended one year after payment of an extension fee of 20 basis points.

In January 2002, Cabot Trust contributed 62,156 Common Units to Cabot L.P.
resulting in a decrease in Cabot L.P.'s outstanding Common Units to 43,617,995.
Also in January 2002, Cabot L.P. issued an additional 7,300 Common Units to
Cabot Trust which resulted in proceeds of approximately $150,000. In February
2002, Cabot L.P. also issued 9,354,591 Common Units which resulted in proceeds
of $192.9 million. These proceeds, combined with the proceeds from the Revolving
Credit Agreement and proceeds from a sale of real estate were used to repay the
outstanding balance on the Bridge Financing.

As of June 30, 2002, Cabot L.P. had $236.1 million of fixed rate debt secured by
properties (excluding discounts and premiums), $290 million of unsecured
borrowings under its Revolving Credit Agreement, $255 million of unsecured debt
(excluding premiums) and a 36% debt-to-total undepreciated assets ratio. Cabot
L.P. expects to maintain this ratio at 40% or less, but is not required to do
so. On August 1, 2002, Cabot L.P. sold its interest in Cabot Acquisition LLC, a
wholly owned subsidiary of Cabot L.P., which owned 46 properties, to CalEast for
$375.5 million, of which $300.5 was paid in cash and $75 million was paid by
assumption of Mortgage Loans. Proceeds from the sale amounting to $299.4 million
were distributed to the common unitholder on August 15, 2002.

The Revolving Credit Agreement bears interest at rates that are dependent on the
type of borrowing and the credit rating of Calwest, as detailed below:

Borrowing type            Base rate                                   Spread
--------------            ---------                                   ------

Euro-Dollar               Applicable LIBOR                         0.65% - 1.40%
Base Rate                 U.S. Prime or Fed Funds + 0.50%          0.0% -  0.70%
Money Market              Auction based                                 n/a


For Money Market loans, Cabot L.P. is able to request that the syndicate of
banks bid on loan commitments, which may result in Cabot L.P. obtaining
borrowings at interest rates lower than those available under either the
Euro-Dollar or Base Rate borrowing types. As of September 30, 2002, the
Revolving Credit Agreement has $286 million outstanding, bearing interest at a
weighted average rate of 2.69%.

Additionally, the Revolving Credit Agreement has an expansion option, which
allows Cabot L.P. to expand the total commitment to $400 million. This option
must be exercised in the first 24 months of the term. The Revolving Credit
Agreement is subject to various covenants, which are customary in nature,
including a limit on distributions to 100% of cash flow, which excludes proceeds
from sales or refinancings and a one-time right to distribute up to $75 million.

Cash and cash equivalents totaled $8.8 million at June 30, 2002, representing a
decrease of $91.7 million, compared to December 31, 2001. This was the result of
$53.0 million of cash generated from operating activities ($44.3 million
generated by continuing operations and $8.7 million by discontinued operations),
reduced by $25.8 million of cash used in investing activities and $118.9 million
of cash used in financing activities.

                                       29

<PAGE>

INFLATION

Substantially all of the leases of Cabot L.P.'s properties require the tenant to
pay, as additional rent, either all real estate taxes and operating expenses or
all increases in real estate taxes and operating expenses over a base amount. In
addition, many of such leases provide for fixed or indexed increases (based on
the consumer price index or other measures) in base rent. Management believes
that inflationary increases in operating expenses will be offset, in part, by
these expense reimbursements and contractual rent increases.


                                       30

<PAGE>

RISK FACTORS

We can change our financing, investment, distribution and other business
policies.

Cabot Trust's Board of Trustees establishes our financing, investment,
distribution and other business policies based on management's recommendations
and the Board's evaluation of business and general economic conditions and other
relevant factors. The Board has full discretion to change these policies without
the consent of Cabot L.P.'s Unitholders. Among other policies, it is our current
policy to limit our debt-to-total undepreciated assets ratio to 40%, but our
organizational documents do not limit the amount of indebtedness that we may
incur without unitholder approval and this policy could therefore be changed by
the Board at any time.

Our business consists primarily of operating real estate and is therefore
subject to real estate investment and operating risks.

Tenant defaults and bankruptcies may reduce our income and cash flow. We derived
more than 98% of our continuing income from rental operations during the period
January 1, 2002 through June 30, 2002. If a significant number of tenants fail
to meet their lease obligations, our revenues and cash flow will decrease and we
may be unable to make required debt service payments.

Defaulting tenants may seek bankruptcy protection, which could result in payment
delays or in the rejection and termination of the tenants' leases. This would
reduce our income, cash flow and amounts available to repay debt obligations. In
addition, a tenant may suffer business losses which may weaken its financial
condition and result in the failure to make rental payments when due.

We may be adversely affected by increases in real estate operating costs. If our
properties do not generate revenues sufficient to meet our operating expenses,
including debt service, tenant improvement costs, leasing commissions and other
capital expenditures, we may have to borrow additional amounts to cover our
fixed costs, and our cash flow may be adversely affected.

Commercial properties are subject to increases in operating expenses such as
cleaning, electricity, heating, ventilation and air conditioning and
maintenance, insurance and administrative costs, and other general costs
associated with security, landscaping, repairs and maintenance. If operating
expenses increase, competition in the local rental market may limit the extent
to which rents may be increased to meet increased expenses without decreasing
occupancy rates. While our current tenants are generally obligated to pay a
portion of increases in operating costs, there is no assurance that our existing
tenants will agree to pay all or any portion of those costs upon renewal of
their leases or that new tenants will agree to pay those costs.

We may encounter significant delays in reletting vacant space with resulting
losses of income. When leases of space in our properties expire, the leases may
not be renewed, the related space may not be relet promptly or the terms of
renewal or reletting, including the cost of required renovations, may be less
favorable than the terms of the expiring leases. Leases covering approximately
18.8% of our total leased rentable space will expire in fiscal year 2003 and
leases covering approximately 18.6% of our total rentable space will expire in
fiscal year 2004 (excluding Assets Held for Sale, 19.8% and 19.0%), based on
annualized net rent.

In formulating our annual business plans, we make estimates of renovation and
reletting costs that take into consideration our views of both current and
expected future business conditions in our markets. Our estimates may prove to
be inaccurate. If we are unable promptly to relet or renew the leases for all or
a substantial portion of our space, if the rental rates upon the renewal or
reletting are significantly lower than expected rates or if our cost estimates
prove inadequate, then our cash flow may be adversely affected.


                                       31

<PAGE>

We may not be able to meet our targeted levels of leasing activity due to the
highly competitive nature of the industrial property markets.

Numerous industrial properties compete with our properties in attracting tenants
to lease space and additional properties can be expected to be built in the
markets in which our properties are located. The number and quality of
competitive industrial properties in a particular area will have a material
effect on our ability to lease space at our existing properties or at newly
acquired properties and on the rents charged.

There are potential conflicts of interest in our operations.

In conjunction with the Merger, Cabot L.P. and Cabot Trust engaged RREEF to be
their investment advisor and provide asset and property management, acquisition,
disposition and development services for Cabot L.P. and Cabot Trust with respect
to their owned assets. RREEF is also the investment advisor and manager of Cabot
Trust's majority shareholder, Calwest, and in such capacity has overall
management and control of the business and affairs of Calwest, subject to the
investment objectives and policies, program guidelines, budgets and annual
investment plans of Calwest's majority owner, CalPERS. Further, RREEF in its
capacity as manager of Calwest can elect or remove members of the Board of
Trustees of Cabot Trust. Currently, the members of the Board of Trustees and the
officers of Cabot Trust are all employees of RREEF, and in such capacities, such
employees of RREEF control the business and affairs of Cabot Trust. RREEF
generally has the authority within certain parameters to determine whether and
on what terms to acquire properties on behalf of and sell the properties owned
by Cabot L.P. and may from time to time seek counsel from CalPERS. As a manager
of Calwest, an investment manager of Cabot L.P. and having control
responsibility for Cabot Trust, RREEF could determine that the acquisition or
sale of properties of Cabot L.P. on arm's length terms is advantageous to
CalPERS, Calwest or Cabot Trust and cause Cabot L.P. to execute the same even
though such acquisition or sale may be one that Cabot L.P. would not otherwise
undertake.

We may incur significant environmental remediation costs or liabilities.

As an owner and operator of real properties, we are subject to various federal,
state and local environmental laws, ordinances and regulations that impose
liability on current and previous owners and operators of real property for the
costs of removal or remediation of hazardous or toxic substances on, under or in
the property. Some of these laws impose liability whether or not the owner or
operator knew of, or was responsible for, the presence of the hazardous or toxic
substances. Persons who arrange for the disposal or treatment of hazardous or
toxic substances may also be liable for the costs of removal or remediation of
hazardous substances at the disposal or treatment facility, whether or not the
facility is or ever was owned or operated by the person. In addition, the
presence of hazardous or toxic substances, or the failure to remediate the
property properly, may adversely affect the owner's ability to borrow using the
real property as collateral.

Environmental laws and common law principles could be used to impose liability
for release into the air of and exposure to hazardous substances, including
asbestos-containing materials, and third parties may seek recovery from owners
or operators of real properties for personal injury or property damage
associated with exposure to the released hazardous substances. As an owner of
real properties, we could be liable for these types of costs.

                                       32

<PAGE>

Phase I environmental site assessment reports were obtained by our original
Contributing Investors in connection with their initial acquisitions of the
properties, or were obtained by us in connection with the transactions resulting
in our formation. In accordance with our acquisition policies, we have also
obtained Phase I's for all of the properties that we have acquired since the
date of our formation. Furthermore, we also intend to complete Phase I ESAs or
environmental audits for each property annually. The purpose of Phase I's is to
identify potential sources of contamination for which we may be responsible and
to assess the status of environmental regulatory compliance. The earliest of the
Phase I's for our properties were obtained in 1988. Commonly accepted standards
and practices for Phase I's have evolved to encompass higher standards and more
extensive procedures over the period from 1988 to the present. We expect that by
December 31, 2002 the Phase I ESA for any property will be no greater than three
years old.

It is possible, however, that the Phase I's relating to the properties do not
reveal all environmental liabilities. Moreover, future laws, ordinances or
regulations may impose material environmental liability or our properties'
current environmental condition may be affected by tenants, by the condition of
land or operations in the vicinity of the properties or by third parties
unrelated to us.

Cabot L.P. carries blanket environmental insurance coverage on all but one
property. That property is undergoing remediation and has pollution and
remediation legal liability coverage. Four other properties have stand-alone
environmental policies in addition to coverage afforded under the blanket
program.

We may be adversely affected by changes in laws.

Our properties are subject to various federal, state and local regulatory
requirements, including state and local fire and life-safety requirements.
Failure to comply with these requirements could result in the imposition of
fines by governmental authorities or awards of damages to private litigants. We
believe that our properties are in material compliance with all current
regulatory requirements. However, new requirements may be imposed that would
require us to make significant unanticipated expenditures and that could have an
adverse effect on our cash flow.

We could be adversely affected if hazard losses on our properties exceed the
amount of our insurance coverage or are not covered by insurance.

We are a named insured on CalPERS' blanket insurance program. Accordingly, we
carry commercial general liability insurance, standard "all-risk" property
insurance, terrorism, flood, earthquake and rental loss insurance with respect
to our properties with policy terms and conditions customarily carried for
similar properties. We believe that our current insurance coverage (other than
insurance coverage with respect to earthquakes for properties located in
Northern California) is adequate. However, our insurance is subject to normal
limitations on the amounts of coverage and some types of losses, (such as losses
from wars, terrorism or from earthquakes for properties located in California)
may be either uninsurable or not economically insurable. Should an uninsured
loss or a loss in excess of the amount of our insurance coverage occur, we could
lose the capital invested in a property, as well as the anticipated future
revenue from that property, and we would continue to be obligated on any
mortgage indebtedness or other obligations related to the property.


                                       33

<PAGE>

In light of the California earthquake risk, California building codes have since
the early 1970s established construction standards for all new buildings and
also contain guidelines for seismic upgrading of existing buildings that are
intended to reduce the possibility and severity of loss from earthquakes. The
construction standards and upgrading, however, do not eliminate the possibility
of earthquake loss. It is our current policy to obtain earthquake insurance if
available at acceptable cost. As of June 30, 2002, all of our 85 properties
located in California are covered by earthquake insurance in amounts we believe
to be reasonable. We currently maintain blanket earthquake insurance coverage
for all properties located outside California in amounts we believe to be
reasonable.

We are currently reviewing our insurance policies and as such our insurance
policies and terms and conditions contained therein may change, including our
policies and terms and conditions with respect to earthquakes and/or terrorism.
Although we intend to maintain insurance policies with policy terms and
conditions customarily maintained by similarly situated entities, we can give no
assurance that our future insurance policies will contain the same coverage,
terms and conditions as we currently maintain. Consequently, all or a portion of
our properties may not be covered by disaster-type insurance.

Equity real estate investments are relatively illiquid.

The relative illiquidity of our real estate investments may limit our ability to
adjust our property portfolio to respond to market changes. In addition, the
Code significantly limits a REIT's ability to sell properties held for fewer
than four years, which may affect our ability to sell properties without
adversely affecting returns to common unitholders. These factors will tend to
limit our ability to vary our portfolio promptly in response to changes in
market or general economic or other conditions.

If Cabot Trust requires cash to satisfy distribution requirements or tax
liabilities, it may cause Cabot L.P. to incur additional borrowings.

Cabot Trust has no sources of cash other than Cabot L.P. Thus, if Cabot Trust
has cash requirements in excess of distributions from Cabot L.P., it may cause
Cabot L.P. to incur indebtedness. Cabot Trust may need to borrow funds or cause
Cabot L.P. to borrow funds to enable Cabot Trust to meet REIT minimum
distribution requirements, avoid imposition of excise tax, or to satisfy tax
liabilities. To qualify as a REIT, Cabot Trust is generally required to
distribute at least 90% of its annual net taxable income, excluding any net
capital gain, to its shareholders. In addition, REIT's are subject to a 4%
nondeductible excise tax to the extent their annual distributions fail to meet
certain distribution requirements imposed by the Tax Code. Furthermore, certain
transactions of a REIT can be subject to a tax rate of 100%.

If Cabot Trust fails to qualify as a REIT, it will incur substantial additional
tax liabilities. Cabot Trust believes that it has qualified as a REIT for
federal income tax purposes, but it has not and does not intend to request a
ruling from the Internal Revenue Service that Cabot Trust does in fact qualify
as a REIT. If Cabot Trust were to fail to qualify as a REIT for any taxable
year, Cabot Trust would not be permitted to deduct the amount it distributes to
its shareholders from its taxable income and would have to pay federal income
tax, including any alternative minimum tax, at regular corporate tax rates.
Unless entitled to relief under Tax Code provisions, Cabot Trust also would be
disqualified from treatment as a REIT for the four taxable years following the
year during which Cabot Trust's REIT qualification was lost. Cabot Trust's Board
of Trustees is authorized to revoke its REIT election at any time in response to
future economic, market, legal, tax or other considerations.

We may suffer losses from our acquisition, development and construction
activities.

We intend to acquire existing industrial properties to the extent that they can
be acquired on advantageous terms and meet our investment criteria. These
acquisitions will entail the risk that investments will fail to perform as
expected, the risk of unexpected liabilities and the risk that necessary
property improvement costs may be greater than we estimated in deciding to
acquire a property.

                                       34

<PAGE>

We also intend to grow through the selective development and construction of
industrial properties, including build-to-suit properties and speculative
development, as suitable opportunities arise. The risks associated with real
estate development and construction activities include the following:

     .    we may find it necessary to abandon development project activities
          after expending significant resources to determine their feasibility;

     .    the construction cost of a project may exceed original estimates,
          possibly making the project less profitable than originally estimated;

     .    occupancy rates and rents at a newly completed property may not be
          sufficient to make the property profitable;

     .    financing may not be available on favorable terms for development of a
          property;

     .    limited cash flow during construction period;

     .    the construction and lease up of a property may not be completed on
          schedule, resulting in increased debt service and construction costs;
          and

     .    we may fail to obtain, or may experience delays in obtaining,
          necessary zoning, land-use, building occupancy and other required
          governmental permits and authorizations.

We are subject to real estate financing risks.

Potential adverse effects of the costs of and possible difficulties in obtaining
debt financing may adversely affect our cash flows. As a result, among other
things, of Cabot Trust's annual income distribution requirements applicable to
REITs under the Code, we rely to a significant extent on borrowings to fund
acquisitions, capital expenditures and other items and expect to continue to do
so. We are therefore subject to real estate and general financing risks,
including changes from period to period in the availability of financing, the
risk that our cash flow may not cover required debt service payments and the
risk that we will not be able to refinance existing indebtedness or that the
refinancing terms will be unfavorable. If we do not make mortgage payments, the
property or properties subject to the mortgage indebtedness could be foreclosed
upon by or transferred to the lender.

Rising interest rates will generally increase our borrowing costs.

We have a bank credit facility (the Revolving Credit Agreement obtained in
February 2002) that permits us to borrow up to $300 million for property
acquisitions and other purposes that provides for interest at variable rates,
and we may incur additional variable rate indebtedness in the future.
Variable-rate debt creates higher debt service requirements if market interest
rates increase, which would adversely affect our cash flow. While we may enter
into arrangements that are intended to reduce our exposure to rising interest
rates, changes in interest rates will still affect our business and results of
operations.

Our use of interest rate hedging agreements may increase our interest and
financing costs, may result in losses and may present other risks.

To reduce our exposure to changes in market interest rates, we have from time to
time entered into various types of interest rate protection, or "hedging",
agreements with investment grade financial institutions. These agreements
include interest rate swap, interest rate collar and interest rate cap
agreements, which are intended to limit our exposure to increases in interest
rates on our variable rate borrowings. They also include "Treasury lock
agreements" that are entered into for the purpose of hedging the interest rates
of fixed interest rate indebtedness that we expect to incur in future periods.
Interest rate hedging agreements involve the risks described in the following
paragraphs:

       Hedging agreements may increase our interest and financing costs. Since
       interest rate hedging agreements are intended to have the effect of
       fixing the interest rates that we pay within a specified range or at a
       specified level, they may have the effect in declining interest rate
       environments of increasing our interest costs over what those costs would
       otherwise have been. We may also pay fees and incur other transaction
       costs in connection with entering into these agreements.

       Hedging agreements present credit risks. The counterparties in our
       hedging agreements may become financially unable to perform their
       obligations under the agreements. In that case, we would not receive the
       protection against changes in interest rates that we had intended and we
       may also not be able to recover fees or others costs incurred by us in
       entering the hedging agreement.


                                       35

<PAGE>

       Hedging agreements may present "basis risks." The interest rate index or
       other basis of the hedging agreement may not change with the same
       frequency or in the same magnitude as the interest rates that we are
       seeking to hedge. This possibility, which is commonly referred to as
       "basis risk", may result in unexpected costs and losses.

       Deferral of gains and losses under hedge accounting principles may become
       inappropriate for specific hedging arrangements. In general, we intend
       that the amounts we are required to pay to or that we receive from the
       counterparties under our hedging agreements will be reflected in our
       financial statements using "hedge accounting" principles. Under hedge
       accounting principles the amounts of such losses and gains are added to
       or credited against our interest expense over the life of the related
       borrowing rather than being reported as current gain or loss. Hedge
       accounting may cease to be appropriate for a particular hedging agreement
       if the agreement ceases to be sufficiently correlated with the
       indebtedness being hedged. This may occur as a result of basis risk or it
       may occur because the borrowing to which the hedge agreement relates is
       not completed in the form or within the time frame contemplated when the
       hedging agreement was executed or if the related borrowing is terminated
       prior to maturity.

       Effective January 1, 2001, Cabot L.P. implemented SFAS No. 133, which
       changed the underlying accounting for derivative instruments that qualify
       as hedges. Under the provisions of SFAS No. 133, the amounts we are
       required to pay to or that we receive from the counterparties under our
       hedging agreements will be accounted for as cash flow hedging instruments
       and reflected in our financial statements, at fair value, as either
       assets or liabilities depending on the rights or obligations under the
       agreements. The effective portion of the changes in fair value of a
       derivative instrument designated and qualifying as a cash flow hedging
       instrument shall be reported as a component of other comprehensive income
       (outside earnings) and reclassified into earnings in the same period or
       periods during which the hedged forecasted transaction affects earnings.
       The remaining change in fair value of the derivative instrument, if any,
       shall be recognized currently in earnings. Reporting of changes in fair
       value as a component of other comprehensive income may cease to be
       appropriate for a particular hedging agreement if the agreement ceases to
       be highly effective in offsetting the corresponding change in the cash
       outflows or inflows of the hedged transaction. Loss of effectiveness
       could result in the net change in fair value in accumulated other
       comprehensive income to be immediately reclassified into earnings. This
       may again occur as a result of basis risk or it may occur because the
       borrowing to which the hedge agreement relates is not completed in the
       form or within the time frame contemplated when the hedging agreement was
       executed or if the related borrowing is terminated prior to maturity.

       Treasury lock agreements may result in substantial losses if market
       interest rates change significantly. Treasury lock agreements involve the
       sale by us to an institutional counterparty, on a future delivery basis,
       of Treasury securities having maturities comparable to that of our
       proposed future debt issuance. The amount, if any, that we may be
       required to pay to our counterparty, or that the counterparty may be
       required to pay to us, under the Treasury lock agreement depends on the
       direction and magnitude of any change in the relevant Treasury market
       yields between the contract initiation date and the contract settlement
       date. Accordingly, if we enter into Treasury lock agreements in the
       future we will be subject to potential increases in interest expense or
       immediate loss recognition that will fluctuate with movements in Treasury
       market yields and that may be substantial.

       Interest rate hedging agreements may not be enforceable in some cases.
       The enforceability of interest rate hedging agreements may depend on
       compliance by the parties with applicable statutory and other legal
       requirements. They may not be enforceable if they were not authorized or
       appropriate for a counterparty or if the related documentation has not
       been prepared and executed properly.

       Substantial income from hedging activities could adversely affect the
       ability to comply with Cabot Trust's REIT qualification requirements of
       the Code.

                                       36

<PAGE>

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

In addition to using equity capital and retained earnings, Cabot L.P. finances
its acquisition and development programs and its ongoing operating cash needs
through the use of debt financing. Cabot L.P. uses short-term debt and long-term
secured and unsecured debt with original maturities of five years or more. Our
short-term debt will be primarily in the form of the Revolving Credit Agreement
obtained in February 2002. Cabot L.P. attempts to manage its debt maturities to
reduce its exposure to the refinancing risk that would arise from having
significant maturities of principal at a time when debt capital may not be
available or may be available only at unfavorable interest rates.

Cabot L.P. is exposed to market risk in the form of the effects of changes in
market interest rates on its existing and proposed debt financing. Its Revolving
Credit Agreement bears a variable rate of interest (a weighted average rate of
2.69% at September 30, 2002), while the interest rates on proposed fixed-rate
unsecured and secured debt instruments will usually be based on Treasury
securities yields plus a market-based spread. Cabot L.P. has entered into
various forms of interest rate protection agreements with investment-grade
financial institutions from time to time for the purpose of managing a portion
of its interest rate risk. For variable rate borrowings, these agreements
include interest rate swap, interest rate collar and interest rate cap
agreements that are intended to limit Cabot L.P.'s effective cost on variable
rate borrowings, either within an agreed range or below an agreed maximum level.
For proposed long-term instruments, Cabot L.P. has also entered into "Treasury
Lock transactions" that are intended to set the Treasury securities component of
the interest cost in advance through agreements for the sale of Treasury
securities having notional amounts and maturities comparable to Cabot L.P.'s
intended debt issuance. Cabot L.P. does not enter into interest rate protection
agreements or any other form of derivative financial instruments for speculative
trading purposes.

As of June 30, 2002, Cabot L.P. was not a party to any interest rate protection
agreements, and therefore taking into account $290 million of variable rate
borrowings that Cabot L.P. had outstanding under its Revolving Credit Facility
at June 30, 2002, an instantaneous increase of 100 basis points in LIBOR at that
date would, if LIBOR remained at the increased levels thereafter, result in an
estimated $2.9 million reduction in Cabot L.P.'s net income in fiscal year 2003.
This estimate is provided for the purpose of illustrating the possible effects
on Cabot L.P.'s results of operations of changing interest rates and assumes
that the Revolving Credit Facility is still outstanding. It does not take into
account any other effects that changes in interest rates might have on Cabot
L.P.'s operations, such as higher interest rates on new fixed rate borrowings,
nor does it consider any additional interest rate protection agreements that
Cabot L.P. might enter into in reaction to, or in anticipation of, changes in
interest rates. While an increase in LIBOR of 100 basis points over a relatively
short time period is possible, it is unlikely that interest rates would increase
instantaneously or stay at the same rate for a sustained period as assumed for
purposes of the illustration.

As of June 30, 2002, Cabot L.P. also had $236.1 million of fixed rate debt
(excluding premiums and discounts) at stated rates ranging from 7.25% to 9.67%
secured by certain properties (of which $75 million was assumed by CalEast on
August 1, 2002), $200.0 million (excluding premiums) of fixed rate unsecured
debt at a stated rate of 7.125% and $55.0 million (excluding premiums) of
unsecured Medium Term Notes at a weighted average stated rate of 8.4%. The
current and future use of fixed rate debt is advantageous to Cabot L.P., as
compared with variable rate debt, in times of rising interest rates. However, in
an environment of falling interest rates, fixed rate debt would place Cabot L.P.
at a disadvantage as compared with competitors having larger components of
variable rate debt.

                                       37

<PAGE>


Item 8.     Financial Statements and Supplementary Data

CABOT INDUSTRIAL PROPERTIES, L.P.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                       Page
<S>                                                                                    <C>
INDEPENDENT AUDITORS' REPORT                                                           39

CONSOLIDATED FINANCIAL STATEMENTS:

   Consolidated Balance Sheets as of June 30, 2002, December 31, 2001 and 2000         40

   Consolidated Statements of Operations for the Periods from January 1, 2002 to
     June 30, 2002, January 1, 2001 to June 30, 2001 (unaudited), December 7,
     2001 to December 31, 2001 and January 1, 2001 to December 6, 2001, and for
     the Years Ended December 31, 2000 and 1999                                        41

   Consolidated Statements of Partners' Equity for the Periods from January 1,
     2002 to June 30, 2002, December 7, 2001 to December 31, 2001 and January 1,
     2001 to December 6, 2001, and for the Years Ended December 31, 2000 and
     1999                                                                              43

   Consolidated Statements of Cash Flows for the Periods from January 1, 2002 to
     June 30, 2002, January 1, 2001 to June 30, 2001 (unaudited), December 7,
     2001 to December 31, 2001 and January 1, 2001 to December 6, 2001, and for
     the Years Ended December 31, 2000 and 1999                                        44

   Notes to Consolidated Financial Statements                                          48

SUPPLEMENTAL SCHEDULE:

Schedule III - Real Estate and Accumulated Depreciation                                67
</TABLE>

                                       38

<PAGE>

INDEPENDENT AUDITORS' REPORT

To the Partners of
Cabot Industrial Properties, L.P.:

We have audited the accompanying consolidated balance sheets of Cabot Industrial
Properties, L.P. and subsidiaries (Cabot L.P.), as of June 30, 2002, and
December 31, 2001 and 2000, and the related consolidated statements of
operations, partners' equity and cash flows for the periods from January 1, 2002
to June 30, 2002, December 7, 2001 to December 31, 2001 and January 1, 2001 to
December 6, 2001 and for the years ended December 31, 2000 and 1999. Our audits
also included the supplemental schedule listed in the Index at Item 8. These
financial statements and supplemental schedule are the responsibility of Cabot
L.P.'s management. Our responsibility is to express an opinion on these
consolidated financial statements and supplemental schedule based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, such consolidated financial statements present fairly, in all
material respects, the financial position of Cabot Industrial Properties, L.P.
and subsidiaries as of June 30, 2002, and December 31, 2001 and 2000 and the
results of their operations and their cash flows for the periods from January 1,
2002 to June 30, 2002, December 7, 2001 to December 31, 2001 and January 1, 2001
to December 6, 2001 and for the years ended December 31, 2000 and 1999 in
conformity with accounting principles generally accepted in the United States of
America. Also, in our opinion, such supplemental schedule, when considered in
relation to the basic consolidated financial statements taken as a whole,
present fairly in all material respects the information set forth therein.

As explained in Note 2 to the consolidated financial statements, Cabot L.P.
implemented SFAS No. 144, Accounting for the Impairment or Disposal of
Long-Lived Assets, effective January 1, 2002, and restated prior year amounts to
reflect discontinued operations. As described in Note 2, Cabot L.P. accounted
for the Merger Transactions in accordance with SEC Staff Accounting Bulletin
(SAB) No. 54, Push Down Basis of Accounting Required in Certain Limited
Circumstances. The assets and liabilities of Cabot L.P. were restated on
December 7, 2001 to reflect the purchase price. Effective January 1, 2001, Cabot
L.P. changed its method of accounting for its derivative instruments and hedging
activities.


DELOITTE & TOUCHE LLP
San Francisco, California
October 11, 2002

                                       39

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

CONSOLIDATED BALANCE SHEETS
(In Thousands)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                              As of June 30,       As of December 31,
ASSETS                                                                              2002          2001           2000
<S>                                                                             <C>           <C>            <C>
INVESTMENT IN REAL ESTATE:
  Land                                                                          $  361,745    $  345,716     $  275,841
  Buildings                                                                      1,295,713     1,268,407      1,060,203
  Less: accumulated depreciation                                                   (18,345)       (2,095)       (56,721)
                                                                                ----------    ----------     ----------

        Net rental properties                                                    1,639,113     1,612,028      1,279,323
                                                                                ----------    ----------     ----------

  Properties under development                                                      41,330        75,968         63,676
                                                                                ----------    ----------     ----------

                                                                                 1,680,443     1,687,996      1,342,999
                                                                                ----------    ----------     ----------

OTHER ASSETS:
  Cash and cash equivalents                                                          8,825       100,551          3,003
  Rents and other receivables, net of allowance for uncollectible accounts
    of $3,761, $1,727 and $982 in 2002, 2001 and 2000, respectively                  5,678         6,056          3,432
  Deferred rent receivable                                                           3,424           511          9,731
  Deferred lease acquisition costs, net                                             14,375        15,758         29,567
  Deferred financing costs, net                                                      1,928         2,363          4,826
  Investment in and advances to related party                                            -             -            750
  Investment in and notes receivable from joint ventures                            18,014        16,907         12,518
  Assets held for sale                                                             405,338       401,389        344,296
  Other assets                                                                      12,343         8,537         16,837
                                                                                ----------    ----------     ----------

TOTAL ASSETS                                                                    $2,150,368    $2,240,068     $1,767,959
                                                                                ==========    ==========     ==========

LIABILITIES AND PARTNERS' EQUITY

LIABILITIES:
  Mortgage debt                                                                 $  163,986    $  166,815     $  174,327
  Mortgage debt held for sale                                                       78,642        78,827         75,000
  Unsecured debt                                                                   262,959       264,568        255,000
  Bridge financing                                                                       -       500,000              -
  Line of credit borrowings                                                        290,000             -        149,000
  Accounts payable                                                                     800         1,448          1,160
  Accrued real estate taxes                                                         14,122        13,179         11,385
  Distributions payable                                                                567        17,567         16,069
  Tenant security deposits and prepaid rents                                        12,444        13,301         11,395
  Accrued severance expense                                                            402        28,502              -
  Amounts payable to related parties                                                 2,514         7,456              -
  Other liabilities                                                                 14,950        24,065         19,718
                                                                                ----------    ----------     ----------

                                                                                   841,386     1,115,728        713,054
                                                                                ----------    ----------     ----------

COMMITMENTS AND CONTINGENCIES (NOTE 11)

PARTNERS' EQUITY:
  General partner's equity                                                       1,069,982       885,340        759,780
  Limited partners' equity                                                               -             -         56,920
  Preferred unitholders' equity                                                    239,000       239,000        238,205
                                                                                ----------    ----------     ----------

TOTAL PARTNERS' EQUITY                                                           1,308,982     1,124,340      1,054,905
                                                                                ----------    ----------     ----------

TOTAL LIABILITIES AND PARTNERS' EQUITY                                          $2,150,368    $2,240,068     $1,767,959
                                                                                ==========    ==========     ==========
</TABLE>

See notes to consolidated financial statements.

                                       40

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                         Periods
                                       ---------------------------------------------------------------------------
                                        January 1, 2002 - January 1, 2001 - December 7, 2001 - January 1, 2001 -
                                          June 30, 2002     June 30, 2001   December 31, 2001 December 6, 2001
                                                             (Unaudited)
<S>                                    <C>                <C>               <C>               <C>
REVENUES:
  Rental income                              $80,017         $76,698             $13,505          $145,714
  Tenant reimbursements                       14,596          14,193               2,377            26,647
                                             -------         -------             -------          --------

                                              94,613          90,891              15,882           172,361

EXPENSES: (See Note 9 for Related Party
 transactions)
  Property operating                          12,480           8,761               1,674            16,433
  Property taxes                              11,566          10,150               1,431            18,879
  Depreciation and amortization               18,545          16,550               2,364            32,365
  General and administrative                   2,451           5,222                 517            10,863
  Severance and merger expenses                    -               -                   -            51,298
  Interest                                    20,621          19,961               3,048            36,456
  Settlement of treasury lock                      -               -                   -                 -
                                             -------         -------             -------          --------

         Total expenses                       65,663          60,644               9,034           166,294

OTHER INCOME:
  Net gain on sales of real estate                 -           2,414                   -             4,042
  Interest and other income                      373           1,211                 196               754
  Earnings and fees from joint ventures
    and advisory clients                         732           1,261                  93             2,261
                                             -------         -------             -------          --------

  Net income from continuing operations       30,055          35,133               7,137            13,124
                                             -------         -------             -------          --------

DISCONTINUED OPERATIONS                        6,134           9,244                 930            15,907
                                             -------         -------             -------          --------

NET INCOME                                    36,189          44,377               8,067            29,031
                                             -------         -------             -------          --------

  Preferred unitholder distributions         (10,588)        (10,588)             (1,423)          (19,753)
                                             -------         -------             -------          --------
NET INCOME ALLOCABLE TO
  PARTNERSHIP UNITS                          $25,601         $33,789             $ 6,644          $  9,278
                                             =======         =======             =======          ========

See notes to consolidated financial statements.                                                  (continued)
</TABLE>


                                       41

<PAGE>


<TABLE>
<CAPTION>
                                                             Years Ended
                                           -----------------------------------------------

                                                December 31, 2000   December 31, 1999
<S>                                             <C>                 <C>
REVENUES:
  Rental income                                    $147,559            $105,437
  Tenant reimbursements                              24,953              15,952
                                                   --------            --------

                                                    172,512             121,389

EXPENSES:
  Property operating                                 15,773              10,015
  Property taxes                                     18,023              12,368
  Depreciation and amortization                      34,085              24,070
  General and administrative                         10,134               8,965
  Severance and merger expenses                           -                   -
  Interest                                           40,942              25,360
  Settlement of treasury lock                             -               2,492
                                                   --------            --------

         Total expenses                             118,957              83,270

OTHER INCOME:
  Net gain on sales of real estate                    2,639               2,751
  Interest and other income                           2,092                 996
  Earnings and fees from joint ventures
    and advisory clients                                822                   -
                                                   --------            --------

  Net income from continuing operations              59,108              41,866
                                                   --------            --------

DISCONTINUED OPERATIONS                              19,844              21,821
                                                   --------            --------

NET INCOME                                           78,952              63,687
                                                   --------            --------

  Preferred unitholder distributions                (19,619)             (6,009)
                                                   --------            --------
NET INCOME ALLOCABLE TO
  PARTNERSHIP UNITS                                $ 59,333            $ 57,678
                                                   ========            ========
</TABLE>

See notes to consolidated financial statements.

                                       42

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY
(In Thousands, Except Partnership Unit Amounts)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                              Common                             Preferred
                                              ---------------------------------------    ----------------------------
                                                               General      Limited                                       Total
                                                Partnership   Partner's    Partners'       Partnership  Unitholders'    Partners'
                                                   Units       Equity       Equity            Units        Equity        Equity
<S>                                           <C>            <C>          <C>            <C>            <C>            <C>
BALANCE, DECEMBER 31, 1998                      43,490,472   $  348,987   $ 468,311                 -   $         -    $  817,298

  Issuance of Units                                177,448            -       3,413         6,100,000       189,805       193,218
  Conversion of Units                                    -      419,082    (419,082)                -             -             -
  Net Income                                             -       49,048       8,630                 -         6,009        63,687
  Distributions                                          -      (55,375)     (4,103)                -        (6,009)      (65,487)
                                                ----------   ----------   ---------      ------------   -----------    ----------

BALANCE, DECEMBER 31, 1999                      43,667,920      761,742      57,169         6,100,000       189,805     1,008,716

  Issuance of Units                                      -            -           -         2,000,000        48,400        48,400
  Issuance of Warrants                                   -          513          37                 -             -           550
  Exercise of Options                                  413            -           -                 -             -             -
  Conversion of Units                                    -           96         (96)                -             -             -
  Net Income                                             -       55,193       4,140                 -        19,619        78,952
  Distributions                                          -      (57,684)     (4,325)                -       (19,619)      (81,628)
  Other                                                  -          (80)         (5)                -             -           (85)
                                                ----------   ----------   ---------      ------------   -----------    ----------

BALANCE, DECEMBER 31, 2000                      43,668,333      759,780      56,920         8,100,000       238,205     1,054,905

  Exercise of Options                               11,818            -         228                 -             -           228
  Conversion of Units                                    -       11,775     (11,775)                -             -             -
  Effect of Unit Transactions                            -           96         (96)                -             -             -
  Settlement of Options/DEUs                             -      (21,828)          -                 -             -       (21,828)
  Purchase of Units by General Partner                   -       45,273     (45,273)                -             -             -
  Other Comprehensive Income                             -       (2,379)       (181)                -             -        (2,560)
  Net Income                                             -        6,011       3,267                 -        19,753        29,031
                                                ----------   ----------   ---------      ------------   -----------    ----------
  Total Comprehensive Income                             -        3,632       3,086                 -        19,753        26,471
                                                ----------   ----------   ---------      ------------   -----------    ----------
  Distributions                                          -      (45,383)     (3,090)                -       (19,753)      (68,226)
  Impact of Merger Transactions on historical
   equity                                                -     (753,345)          -                 -           795      (752,550)
                                                ----------   ----------   ---------      ------------   -----------    ----------

BALANCE, DECEMBER 6, 2001                       43,680,151            -           -         8,100,000       239,000       239,000

  Investment by Calwest (Note 3)                         -      895,696           -                 -             -       895,696
  Net Income                                             -        6,644           -                 -         1,423         8,067
  Distributions                                          -      (17,000)          -                 -        (1,423)      (18,423)
                                                ----------   ----------   ---------      ------------   -----------    ----------

BALANCE, DECEMBER 31, 2001                      43,680,151      885,340           -         8,100,000       239,000     1,124,340

  Contributions from Cabot Trust                   (62,156)           -           -                 -             -             -
  Issuance of Units                              9,361,891      193,041           -                 -             -       193,041
  Net Income                                             -       25,601           -                 -        10,588        36,189
  Distributions                                          -      (34,000)          -                 -       (10,588)      (44,588)
                                                ----------   ----------   ---------      ------------   -----------    ----------

BALANCE, JUNE 30, 2002                          52,979,886   $1,069,982   $       -         8,100,000   $   239,000    $1,308,982
                                                ==========   ==========   =========      ============   ===========    ==========
</TABLE>

See notes to consolidated financial statements.

                                       43

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands, except Partnership Units)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                             Periods
                                                            -----------------------------------------------------------------------
                                                            January 1, 2002-  January 1, 2001-  December 7, 2001-   January 1, 2001-
                                                             June 30, 2002     June 30, 2001    December 31, 2001   December 6, 2001
                                                                                (Unaudited)
<S>                                                         <C>              <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income from continuing operations                          $ 30,055       $  35,133           $ 7,137           $ 13,124
  Adjustments to reconcile net income to cash
    provided by operating activities:
  Depreciation and amortization                                    18,545          16,550             2,364             32,365
  Amortization of deferred financing costs                          2,907             950               376              1,613
  Straight-line rent                                               (2,913)         (1,869)             (510)            (3,511)
  Cabot L.P.'s share of net income of equity investments             (557)           (351)              (69)               (42)
  Net gain on sales of real estate                                      -          (2,414)                -             (4,042)
  Decrease (increase) in rents and other receivables                  378            (966)             (144)            (1,325)
  (Decrease) increase in accounts payable                            (730)            (52)             (438)               690
  (Increase) decrease in other assets                              (4,014)            294             2,173               (696)
  Increase in accrued real estate taxes                               943             479             1,264                530
  (Decrease) increase in tenant security deposits and
   prepaid rents                                                     (857)          1,776            (7,449)             9,355
  (Decrease) increase in other liabilities                            578          (4,524)          (10,991)            52,788
                                                                 --------       ---------           -------           --------
           Net cash provided by (used in) continuing
            operations activity                                    44,335          45,006            (6,287)           100,849
           Net cash provided by discontinued operations             8,652          13,085             1,415             22,549
                                                                 --------       ---------           -------           --------
           Net cash provided by (used in) operating
            activities                                             52,987          58,091            (4,872)           123,398
                                                                 --------       ---------           -------           --------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of investments in real estate                          (3,087)        (35,292)           (1,221)           (14,348)
  Properties under development                                    (18,622)              -                 -            (50,289)
  Proceeds from sales of real estate                                    -               -             7,406              5,211
  Proceeds from contributions of real estate to
    joint venture                                                       -           5,076                 -              5,712
  Purchases of and increases in lease acquisition costs            (1,044)              -              (372)            (8,624)
  Improvements to real estate                                      (2,586)              -              (619)            (7,535)
  Notes receivable from joint ventures                                  -          (4,705)                -              3,329
  Investment in joint ventures                                       (550)         (4,418)               27             (6,434)
  Acquisition deposits, net                                             -               -                 -                148
  Advances to Cabot Advisors, net                                       -            (871)                -                821
  Proceeds from consolidation of Cabot Advisors                         -               -             3,697                  -
  Purchases of furniture, fixtures and equipment                        -               -                 -               (608)
  Other                                                                58           5,940                 -               (100)
                                                                 --------       ---------           -------           --------
           Net cash provided by (used in)
           investing activities                                   (25,831)        (34,270)            8,918            (72,717)

                                                                                                                        (Continued)
</TABLE>

                                       44

<PAGE>
<TABLE>
<CAPTION>
                                                                                Years Ended
                                                                -----------------------------------------
                                                                  December 31, 2000   December 31, 1999
<S>                                                                  <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income from continuing operations                               $  59,108            $ 41,866
  Adjustments to reconcile net income to cash provided by
    operating activities
  Depreciation and amortization                                          34,085              24,070
  Amortization of deferred financing costs                                1,500               1,003
  Straight-line rent                                                     (5,208)             (2,662)
  Cabot L.P.'s share of net income of equity investments                   (518)                  -
  Net gain on sales of real estate                                       (2,639)             (2,751)
  Decrease (increase) in rents and other receivables                        396                (956)
  (Decrease) increase in accounts payable                                   258                 419
  (Increase) decrease in other assets                                   (12,016)                594
  Increase in accrued real estate taxes                                   1,131               2,945
  (Decrease) increase in tenant security deposits
    and prepaid rents                                                       190               6,249
  (Decrease) increase in other liabilities                                5,772               2,467
                                                                   ------------       -------------
           Net cash provided by (used in) continuing
            operations activity                                          82,059              73,244
           Net cash provided by discontinued operations                  27,402              28,049
                                                                   ------------       -------------
           Net cash provided by (used in) operating
            activities                                                  109,461             101,293
                                                                   ------------       -------------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of investments in real estate                              (125,458)           (402,150)
  Properties under development                                          (52,818)            (52,996)
  Proceeds from sales of real estate                                     10,887              16,079
  Proceeds from contributions of real estate to joint venture                 -                   -
  Purchases of and increases in lease acquisition costs                 (19,613)            (12,369)
  Improvements to real estate                                            (3,060)             (1,938)
  Notes receivable from joint ventures                                   (3,329)                  -
  Investment in joint ventures                                           (8,040)                  -
  Acquisition deposits, net                                                (366)               (844)
  Advances to Cabot Advisors, net                                          (278)               (523)
  Proceeds from consolidation of Cabot Advisors                               -                   -
  Purchases of furniture, fixtures and equipment                           (145)                (83)
  Other                                                                  (1,751)                629
                                                                   ------------       -------------
           Net cash provided by (used in)
           investing activities                                        (203,971)           (454,195)
</TABLE>

                                                                     (Continued)
                                       45

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands, except Partnership Units)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                           Periods
                                                         ---------------------------------------------------------------------------
                                                         January 1, 2002 -  January 1, 2001 -  December 7, 2001 -  January 1, 2001 -
                                                          June 30, 2002      June 30, 2001     December 31, 2001   December 6, 2001
                                                                               (Unaudited)
<S>                                                           <C>              <C>                <C>               <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from issuance of unsecured debt                            -                -                  -                 -
  Proceeds from issuance of preferred units, net                      -                -                  -                 -
  Proceeds from issuance of mortgage debt                             -                -                  -                 -
  Proceeds from issuance of bridge financing                          -                             500,000
  Distributions paid to common unitholders                      (51,000)         (31,659)                 -           (63,976)
  Line of credit (repayments) borrowings, net                   (10,000)          22,000           (260,600)          111,600
  Distributions paid to preferred unitholders                   (10,588)          (8,194)            (3,893)          (17,284)
  Mortgage debt principal repayments                             (2,242)          (4,266)              (372)          (13,129)
  Repayment of Bridge financing                                  (7,406)               -                  -                 -
  Increase in deferred financing costs                           (2,320)          (1,076)            (2,739)           (1,084)
  Proceeds from the issuance of common units, net                   149                -                  -                 -
  Settlement of interest rate swap agreements                         -                -             (2,558)                -
  Repurchase of partnership units                                     -                -           (158,516)                -
  Employee stock option/DEU and other merger
    transactions                                                (35,475)               -            (44,595)                -
  Other                                                               -              (17)                 -               (33)
                                                              ---------         --------          ---------          --------

       Net cash provided by (used in) financing activities     (118,882)         (23,212)            26,727            16,094

NET (DECREASE) INCREASE IN CASH AND
  CASH EQUIVALENTS                                              (91,726)             609             30,773            66,775

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD                 100,551            3,003             69,778             3,003
                                                               --------         --------          ---------          --------
CASH AND CASH EQUIVALENTS - END OF PERIOD                      $  8,825         $  3,612          $ 100,551          $ 69,778
                                                               ========         ========          =========          ========
CASH PAID FOR INTEREST, Net of amounts capitalized             $ 23,605         $ 22,338          $   1,246          $ 42,063
                                                               ========         ========          =========          ========
</TABLE>

                                       46

<PAGE>
<TABLE>
<CAPTION>
                                                                      Years Ended
                                                           -------------------------------------
                                                           December 31, 2000   December 31, 1999
<S>                                                        <C>                 <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from issuance of unsecured debt                      55,000              200,000
  Proceeds from issuance of preferred units, net                47,650              191,383
  Proceeds from issuance of mortgage debt                       75,527               93,215
  Proceeds from issuance of bridge financing                         -                    -
  Distributions paid to common unitholders                     (61,354)             (58,641)
  Line of credit (repayments) borrowings, net                  (14,000)             (37,000)
  Distributions paid to preferred unitholders                  (19,642)              (5,419)
  Mortgage debt principal repayments                            (4,170)              (5,737)
  Repayment of bridge financing                                      -                    -
  Increase in deferred financing costs                          (3,420)              (2,627)
  Proceeds from the issuance of common units, net                  (85)              (1,412)
  Settlement of interest rate swap agreements                        -                    -
  Repurchase of partnership units                                    -                    -
  Employee stock option/DEU and other merger
    transactions                                                     -                    -
  Other                                                              -               (1,154)
                                                              --------             --------

       Net cash provided by (used in) financing activities      75,506              372,608

NET (DECREASE) INCREASE IN CASH AND
  CASH EQUIVALENTS                                             (19,004)              19,706

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD                 22,007                2,301
                                                              --------             --------
CASH AND CASH EQUIVALENTS - END OF PERIOD                     $  3,003             $ 22,007
                                                              ========             ========
CASH PAID FOR INTEREST, Net of amounts capitalized            $ 40,699             $ 23,224
                                                              ========             ========
</TABLE>

DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES:

  In January 2002, Cabot Trust contributed 62,156 Partnership Units to
  Cabot L.P.

  In February 2002, CalWest repaid $192,892 of the Bridge Financing, including
  $298 of accrued interest, on behalf of Cabot L.P. in exchange for an
  additional 9,354,591 Partnership Units issued to Cabot Trust.

  In February 2002, Cabot L.P. entered into and borrowed $300,000 under the
  Revolving Credit Facility. The proceeds directly paid down a portion of the
  Bridge Financing.

  In conjunction with the Merger Transactions, Cabot L.P. assumed indebtedness
  of $1,010,927 and other net assets of $28,264.

  In conjunction with a sale of real estate in 1999, Cabot L.P. received a
  promissory note in the amount of $627 as a component of total consideration
  due from seller. This note was repaid in full during 1999.

  In conjunction with the acquisitions of certain real estate, Cabot L.P.
  assumed indebtedness of $28,182 and issued Partnership Units valued at $3,413
  in 1999 and assumed indebtedness of $11,156 in 2000.

  In 2001, Cabot L.P. sold eight properties for $41,200 and Cabot L.P. sold two
  properties for $22,300 in 2000. These proceeds received in 2001 and 2000 were
  reinvested in real estate.

  In 2001 and 2000, Cabot L.P. contributed real estate valued at $5,093 and
  $2,332, respectively, to a joint venture. In addition, Cabot Trust issued
  warrants valued at $550 in conjunction with the formation of a joint venture
  in 2000.

  At December 6, 2001, employee stock option and DEU Transactions of $22,444
  were payable to employees.

  At June 30, 2002, December 31, 2001, December 6, 2001, June 30, 2001,
  December 31, 2000 and 1999, accrued capital expenditures (including amounts
  included in accounts payable) totaled $4,363, $2,410, $2,823, $7,749, $3,525
  and $6,520, accrued development costs totaled $4,389, $10,838, $6,712, $796,
  $5,216 and $3,610 and accrued preferred equity offering costs totaled $0, $0,
  $795, $47, $828 and $1,578.

See notes to consolidated financial statements.

                                       47

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2002
--------------------------------------------------------------------------------

1.    GENERAL

      Organization - Cabot Industrial Properties, L.P. (Cabot L.P.), a Delaware
      limited partnership, was formed on October 10, 1997. The general partner
      of Cabot L.P. is Cabot Industrial Trust (Cabot Trust), a Maryland real
      estate investment trust which was also formed on October 10, 1997. As the
      general partner of Cabot L.P., Cabot Trust has the exclusive power under
      the agreement of limited partnership to manage and conduct the business of
      Cabot L.P. Cabot Trust is an externally-managed real estate company which
      qualifies as a real estate investment trust (a REIT) for federal income
      tax purposes.

      As of June 30, 2002, Cabot L.P. owned a geographically diversified
      portfolio of 382 industrial properties having an aggregate of
      approximately 43 million square feet, approximately 91% of which space was
      leased to 774 tenants (see Note 2 for a discussion of Assets Held For
      Sale).

      The Merger Transactions - On December 7, 2001, pursuant to an Agreement
      and Plan of Merger, dated as of October 28, 2001, among Cabot Trust,
      Calwest Industrial Properties, LLC, a California limited liability company
      (Calwest) and Rooster Acquisition Corp., a Maryland corporation and
      wholly-owned subsidiary of Calwest (Rooster), Cabot Trust and Rooster
      effected a merger (the Merger Transactions) whereby Rooster merged with
      and into Cabot Trust, with Cabot Trust being the surviving entity. As part
      of the Merger Agreement, (i) the trustees and executive officers of Cabot
      Trust and their affiliates entered into shareholder agreements with
      Calwest, Rooster, Cabot Trust and Cabot L.P., under which they agreed to
      tender their shares, and in some instances, to sell their common units of
      limited partner interest in Cabot L.P. to Calwest; and (ii) certain
      holders of limited partnership units entered into unitholder agreements
      with Calwest, Rooster, Cabot Trust and Cabot L.P., under which they agreed
      to convert their common units of limited partner interest (Partnership
      Units) into Cabot Trust common shares of beneficial interest (Common
      Shares) and tender such Common Shares. In addition, pursuant to an Option
      Agreement, dated as of October 28, 2001, between Cabot Trust and Calwest,
      Calwest under specified circumstances had the right, with certain defined
      limitations, to acquire newly issued Common Shares at a price of $24.00
      per share. Upon consummation of the Merger Transactions, (i) Cabot Trust
      became a wholly-owned subsidiary of Calwest and (ii) the then outstanding
      Common Shares were converted into the right to receive a cash payment of
      $24.00 per Common Share. As a result of the Merger and related
      transactions, all Partnership Units in Cabot L.P. are owned by Cabot
      Trust.

      Immediately subsequent to the Merger Transactions, Calwest, Cabot Trust
      and Cabot L.P. (collectively, the Borrowers) entered into a bridge
      financing arrangement (the Bridge Financing) with several lenders. Under
      the terms of the Bridge Financing, Cabot L.P. received $500 million in
      cash due on June 6, 2002, bearing interest of LIBOR plus 125 basis points
      (see Note 4). The obligations of the Bridge Financing were fully recoursed
      to the Borrowers and were secured by a perfected first priority security
      interest in the equity interests of Calwest, including Calwest's equity
      interest in Cabot Trust and Cabot L.P., and were guaranteed by Calwest.
      The proceeds from the Bridge Financing were used to repay the $260.6
      million outstanding balance as of December 6, 2001 of Cabot L.P.'s
      LIBOR-based facility (see Note 4). The Bridge Financing was repaid in
      February 2002 (see Note 4).

      In conjunction with the Merger Transactions, Cabot L.P. acquired all the
      outstanding common stock of Cabot Advisors, Inc. (Cabot Advisors) and as a
      result, Cabot L.P.'s financial statements as of June 30, 2002 and for the
      periods from January 1, 2002 to June 30, 2002 and December 7, 2001 to
      December 31, 2001 include Cabot Advisors' financial position and results
      of operations on a consolidated basis.

                                       48

<PAGE>

1.    GENERAL (CONTINUED)

      Other Transactions - In January 2002, Cabot Trust contributed 62,156
      Partnership Units to Cabot L.P., thereby decreasing Cabot L.P.'s
      outstanding Partnership Units to 43,617,995, and then issued an additional
      7,300 Partnership Units which resulted in proceeds of approximately
      $150,000. In February 2002, Cabot L.P. also issued 9,354,591 Partnership
      Units which resulted in proceeds of $192.9 million. These proceeds,
      combined with the proceeds from the Revolving Credit Agreement and
      proceeds from a sale of real estate were used to repay the outstanding
      balance on the Bridge Financing (see Note 4).

      Cumulative Redeemable Perpetual Preferred Equity - During 2000 and 1999,
      Cabot L.P. completed private sales of the following Cumulative Redeemable
      Perpetual Preferred Units (the Preferred Units):

<TABLE>
<CAPTION>
         Sale Date                    Series           Unit Price        Liquidation Value      Net Proceeds
         <S>                     <C>                   <C>               <C>                    <C>
         May 25, 2000            8.950% Series H          $ 25             $ 35,000,000         $ 34,100,000
         March 23, 2000          8.875% Series G            25               15,000,000           14,600,000
         December 22, 1999       8.500% Series F            25               45,000,000           44,225,000
         December 9, 1999        8.375% Series E            50               10,000,000            9,730,000
         September 27, 1999      8.375% Series D            50               10,000,000            9,725,000
         September 3, 1999       8.625% Series C            25               65,000,000           63,310,000
         April 29, 1999          8.625% Series B            50               65,000,000           63,310,000
                                                                           ------------         ------------

                                                                           $245,000,000         $239,000,000
                                                                           ============         ============
</TABLE>

      The Preferred Units, which may be called by Cabot L.P. at liquidation
      value on or after the fifth anniversary of issuance in each case, have no
      stated maturity or mandatory redemption provisions and are not convertible
      into any other securities of Cabot L.P.

2.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      Principles of Consolidation - The accompanying consolidated financial
      statements include the accounts of Cabot L.P. and its subsidiaries over
      which it exercises control. All significant intercompany accounts and
      transactions have been eliminated in consolidation.

      Change in Fiscal Year End - In April 2002, Cabot L.P. changed its fiscal
      year end from December 31 to June 30 in order to conform to Calwest's
      fiscal year end. Accordingly, Cabot L.P.'s transition period, which ended
      on June 30, 2002, is the six month period from January 1, 2002 to June 30,
      2002. The unaudited consolidated statements of operations and cash flows
      for the six months ended June 30, 2001 are presented for comparative
      purposes only.

      Effect of Merger Transactions on Presentation - The Merger Transactions
      have been accounted for under the purchase method of accounting. As
      allowed under SEC Staff Accounting Bulletin (SAB) No. 54, Push Down Basis
      of Accounting Required in Certain Limited Circumstances, Cabot L.P. has
      elected to record the effect of the purchase accounting (push down
      accounting) in its financial position as of December 7, 2001. Push down
      accounting requires an entity to establish a new basis for its assets and
      liabilities based on the amount paid for its ownership. The acquiring
      entity's (Calwest's) basis is reflected in the acquired entities' (Cabot
      L.P.'s and Cabot Trust's) financial statements. In order to apply push
      down accounting, Calwest's purchase price of $2.1 billion was allocated to
      the assets and liabilities of Cabot L.P. based on their relative fair
      values. For Cabot L.P., the new basis primarily impacts investments in
      real estate and related depreciation, debt and associated deferred
      financing costs and interest expense, as well as recognition of rental
      revenue.

                                       49

<PAGE>

2.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

      Effect of Merger Transactions on Presentation (Continued) - Historically,
      although Cabot L.P. owned 100% of the nonvoting preferred stock of Cabot
      Advisors, control did not rest with Cabot L.P. as 100% of the common stock
      was owned by an officer of Cabot Trust, therefore Cabot L.P.'s investment
      in Cabot Advisors had been accounted for under the equity method of
      accounting. In conjunction with the Merger Transactions, Cabot L.P.
      acquired the controlling interest. As a result, the results of operations
      and the financial position of Cabot Advisors is reflected on a
      consolidated basis prospectively, beginning December 7, 2001.

      Cabot L.P.'s consolidated results of operations for the periods January 1,
      2001 to December 6, 2001 and January 1, 2001 to June 30, 2001 reflect the
      historical operating results prior to the Merger Transactions. Cabot
      L.P.'s consolidated results of operations for the six months ended June
      30, 2002 and for the period December 7, 2001 to December 31, 2001 reflect
      the operations of Cabot L.P. subsequent to the Merger Transactions and the
      impact of purchase accounting adjustments. The consolidated financial
      statements for the years ended 2000 and 1999 represent the historical
      results of operations of Cabot L.P.

      Use of Estimates - The preparation of financial statements in conformity
      with accounting principles generally accepted in the United States of
      America requires management to make estimates and assumptions that affect
      the reported amounts of assets and liabilities and the 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. On an ongoing
      basis, management evaluates its estimates, including those related to bad
      debts, depreciable lives and purchase price allocations. Management bases
      its estimates on historical experience and on various other assumptions
      that are believed to be reasonable under the circumstances, the results of
      which form the basis in making judgments about the carrying values of
      assets that are not readily apparent from other sources. Actual results
      could differ from the amount derived from management's estimates and
      assumptions under different assumptions or conditions.

      Management believes the following critical accounting policies represent
      the more significant estimates and assumptions used in the preparation of
      the consolidated financial statements. The allowance for uncollectible
      rental income which is established through a charge to the provision for
      uncollectible accounts is based on management's evaluation of the level of
      the allowance required in relation to the estimated exposure in Rents and
      Other Receivables. Management believes the allowance for uncollectible
      accounts is a significant estimate and therefore regularly evaluates it
      for adequacy by taking into consideration factors such as tenant payment
      history and likelihood of a tenant's ability to continue as a going
      concern. The use of different estimates or assumptions could produce
      different provisions for possible uncollectible rental income. Investments
      in Real Estate are carried at cost, less accumulated depreciation.
      Management applies assumptions in determining the estimated lives of its
      Investments in Real Estate. Additionally, in conjunction with the Merger
      Transactions, management has allocated Calwest's $2.1 billion purchase
      price to Cabot L.P.'s tangible assets and liabilities based on their
      respective estimated fair values.

      Investment in Real Estate - Investments in real estate are carried at
      cost, less accumulated depreciation. A new cost basis was established on
      December 7, 2001 as a result of the Merger Transactions, by adjusting the
      value of investments in real estate to reflect the preliminary allocation
      of the purchase price and eliminating prior accumulated depreciation. A
      final cost allocation was established June 30, 2002 (see Note 3). It is
      Cabot L.P.'s policy to review the carrying value of long-lived assets for
      impairment whenever events or changes in circumstances indicate that the
      carrying value of such assets may not be recoverable. Measurement of any
      impairment loss is based on the fair value of the asset. Generally, fair
      value is determined using valuation techniques such as the present value
      of expected future cash flows. No impairment adjustments have been made as
      a result of this review process during any of the periods presented,
      except that an impairment loss in the amount of $1.9 million is included
      in discontinued operations in the six month period ended June 30, 2002.

                                       50

<PAGE>


2.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

      Investment in Real Estate (Continued) - Investments in real estate are
      depreciated primarily over 40 years using the straight-line method.
      Expenditures for ordinary maintenance and repairs are charged to
      operations as incurred. Significant building renovations and improvements
      that extend the useful life of or improve the assets are capitalized.
      Interest is capitalized as a cost of real estate investments in accordance
      with Statement of Financial Accounting Standards (SFAS) No. 34,
      Capitalization of Interest Cost. Interest totaling $687,000, $1,946,000,
      $231,000, $4,464,000, $3,443,000 and $3,167,000 was capitalized during the
      periods January 1, 2002 to June 30, 2002, January 1, 2001 to June 30,
      2001, December 7 to December 31, 2001, January 1 to December 6, 2001 and
      the years ended December 31, 2000 and 1999, respectively.

      Cash Equivalents - Cabot L.P. considers all short-term investments
      purchased with an original maturity of three months or less to be cash
      equivalents.

      Capitalization of Costs - Cabot L.P. has capitalized as deferred costs
      certain expenditures related to the financing and leasing of its
      properties. Capitalized loan costs are amortized over the term of the
      related loans and lease acquisition costs are amortized over the term of
      the related leases, or the estimated useful life of the improvement, if
      shorter. All unamortized deferred financing costs existing at the time of
      the Merger Transactions were allocated no value in the purchase price
      allocation, as all associated debt was adjusted to its then fair value
      based on current market rates. Deferred Lease Acquisition Costs and
      Deferred Financing Costs included in the accompanying consolidated balance
      sheets are presented net of accumulated amortization totaling $2,916,000
      and $296,000, respectively, as of June 30, 2002, $328,000 and $376,000,
      respectively, as of December 31, 2001 and $16,048,000 and $1,118,000,
      respectively, as of December 31, 2000.

      Investments in Joint Ventures and Cabot Advisors - Cabot L.P.'s joint
      venture arrangements (the Joint Ventures) are accounted for using the
      equity method. As described above, Cabot L.P.'s investment in Cabot
      Advisors was accounted for using the equity method through December 6,
      2001. Under the equity method of accounting, Cabot L.P.'s pro rata share
      of the Joint Ventures' and Cabot Advisors' income (loss) is recorded as an
      increase (decrease) in the carrying value of its investment and any
      distributions received are recorded as decreases in the carrying value.

      Assets Held for Sale - As of June 30, 2002 and December 31, 2001 and 2000,
      Assets Held for Sale included 46 properties sold to CalEast Industrial
      Investors, LLC (CalEast), an affiliate of Calwest, on August 1, 2002, and
      four other properties held for sale. (See Note 9 for further discussion.)
      The operations related to these Assets Held for Sale are presented as
      discontinued operations for all periods presented in accordance with SFAS
      144, Accounting for the Impairment or Disposal of Long-Lived Assets.

      In addition, as of December 31, 2000, Assets Held for Sale included seven
      industrial properties in California and Ohio. One property held for sale
      was subject to indebtedness that totaled $5,401,000 at December 31, 2000.
      During 2001, these properties, containing approximately one million square
      feet, were sold by Cabot L.P. for an aggregate sales price of
      approximately $39 million. These sales resulted in a Net Gain on Sales of
      Real Estate of approximately $2.5 million. Proceeds from these sales of
      property were used to acquire additional real estate assets.

                                       51

<PAGE>

2.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

      Rental Income - All leases are classified as operating leases. Certain
      leases provide for tenant occupancy during periods for which no rent is
      due and rent payments that increase during the term of the lease. Cabot
      L.P. records rental income for the full or remaining term of each lease
      evenly over the term. The resulting Deferred Rent Receivable represents
      the cumulative amount of rental revenue recognized in excess of that
      currently due from tenants, net of reserves. Cabot L.P. expects to collect
      the Deferred Rent Receivable over the remaining life of the leases. In
      connection with the purchase price allocation associated with the Merger
      Transactions, the Deferred Rent Receivable was allocated no value.
      Additionally, the remaining lives of the leases for all leases in place at
      the date of the Merger Transactions is the basis for determining the
      Deferred Rent Receivable under the new basis of accounting. Rental revenue
      is not recognized for income tax purposes until currently due under the
      lease.

      Cabot L.P. recorded a provision for uncollectible rental income of
      $2,034,000, $377,000, $81,000, $1,062,000, $1,336,000 and $352,000 for the
      periods January 1, 2002 to June 30, 2002, January 1, 2001 to June 30,
      2001, December 7 to December 31, 2001, January 1 to December 6, 2001, and
      for the years 2000 and 1999, respectively, and wrote off $0, $271,000, $0,
      $398,000, $928,000 and $90,000 against its allowance for uncollectible
      accounts during the periods January 1, 2002 to June 30, 2002, January 1,
      2001 to June 30, 2001, December 7 to December 31, 2001, January 1 to
      December 6, 2001, and the years 2000 and 1999, respectively.

      Interest Rate Protection Agreements - Cabot L.P. uses various types of
      interest rate protection agreements from time to time to manage its
      exposures to interest rate risk. During 2001, 2000 and 1999, Cabot L.P.
      used interest rate swap agreements, interest rate collar agreements and
      interest rate cap agreements to manage a portion of the interest rate risk
      arising from its LIBOR-based facility (see Note 4) and may, in the future,
      use other types of agreements. The interest rate swap agreements
      effectively limited the LIBOR interest cost on a portion of the
      outstanding balance of the facility to a specified interest rate by
      requiring Cabot L.P.'s counterparty to pay to Cabot L.P. amounts to the
      extent LIBOR exceeded the specified interest rate or by requiring Cabot
      L.P. to pay to the counterparty amounts to the extent LIBOR was less than
      the specified interest rate. The collar agreements effectively limited the
      LIBOR interest cost on a portion of the outstanding balance on the
      facility to a specified interest rate range by requiring Cabot L.P.'s
      counterparty to pay amounts to Cabot L.P. to the extent LIBOR exceeded the
      ceiling of the specified range and requiring Cabot L.P. to make payments
      to the counterparty to the extent LIBOR was less than the floor of the
      range. The interest rate cap agreements limited the LIBOR interest cost on
      a portion of the outstanding balance on the facility to a maximum interest
      rate by requiring Cabot L.P.'s counterparty to pay amounts to Cabot L.P.
      to the extent LIBOR exceeded the ceiling as specified. Cabot L.P. accounts
      for such agreements under the accrual method. Amounts to be received from
      or paid to the counterparties of the agreements are accrued during the
      period to which the amounts relate and are reflected as increases or
      decreases in interest expense. The related amounts payable to or
      receivable from the counterparties are included in accounts payable or
      other assets in the accompanying balance sheets.

      During 1998, Cabot L.P. entered into an interest rate hedge transaction
      (referred to as a Treasury Lock) involving the future sale of $100 million
      of Treasury securities based on a rate of approximately 5.54% for such
      securities in anticipation of a future debt issuance of at least $100
      million with a maturity of 10 years. At the March 31, 1999 contractual
      settlement date for this transaction, Cabot L.P. paid $2.5 million to its
      counterparty in the transaction, reflecting the decrease in Treasury
      security yields since the July 1998 commencement of the transaction.
      Because an offering of the size and maturity contemplated when the
      interest rate hedge transaction was executed was not completed by the time
      of, or shortly after, the March 31, 1999 settlement date of the
      transaction, Cabot L.P. recorded a loss of $2.5 million in the year ended
      December 31, 1999.

      Cabot L.P. did not use any hedging instruments during the six months ended
      June 30, 2002.

                                       52

<PAGE>

2.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

      Recent Accounting Pronouncements - On January 1, 2001, Cabot L.P. adopted
      SFAS No. 133, Accounting for Derivative Instruments and Hedging
      Activities, as amended by SFAS No. 138, Accounting for Certain Derivative
      Instruments and Hedging Activities - an amendment of FASB Statement No.
      133. SFAS 133, as amended, requires companies to carry all derivative
      instruments, including certain embedded derivatives, in the statement of
      financial condition at fair value. The accounting for changes in the fair
      value of a derivative instrument depends on whether it has been designated
      and qualifies as part of a hedging relationship and, if so, on the reason
      for holding it. Cabot L.P. uses only qualifying hedges that are designated
      specifically to reduce exposure to interest rate risk by hedging the
      expected future cash payments on certain liabilities. This is typically
      accomplished using an interest rate cap, collar or swap agreement. For
      financial reporting purposes these transactions qualify as cash flow
      hedges and the gain or loss on the effective portion of the interest rate
      hedge is recorded as a component of equity, which becomes reclassified
      into earnings along with payments on the hedged liability. The
      effectiveness of the hedging relationship will be assessed each reporting
      period, and any ineffectiveness measured, if applicable, will be included
      in earnings.

      Upon adoption of SFAS No. 133 in January 2001, Cabot L.P. recorded a net
      transition loss of $287,000 in accumulated other comprehensive income
      (equity). Adoption of the standard also resulted in the recognition of
      $287,000 of derivative instrument liabilities. In general, the amount of
      volatility will vary with the level of derivative activities during any
      period.

      On January 1, 2002, Cabot L.P. adopted SFAS No. 144, Accounting for the
      Impairment or Disposal of Long-Lived Assets, which addresses financial
      accounting and reporting for the impairment or disposal of long-lived
      assets. This statement supersedes SFAS No. 121, Accounting for the
      Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
      Of and the accounting and reporting provisions of APB Opinion No. 30,
      Reporting the Results of Operations - Reporting the Effect of a Disposal
      of a Business and Extraordinary, Unusual and Infrequently Occurring Events
      and Transactions, for the disposal of a segment of a business. The
      provisions of SFAS No. 144 generally are to be applied prospectively.
      Properties and the related operations sold prior to January 1, 2002 have
      not been restated to reflect the adoption of SFAS No. 144. As a result of
      adoption of SFAS No. 144, Cabot L.P. classified certain assets and
      liabilities as Assets Held for Sale, and reflected the related operations
      as discontinued operations for all periods presented (see Note 9 for
      further discussion). The revenues related to Assets Held for Sale and
      included within discontinued operations were $19,158,000, $21,486,000,
      $2,492,000, $38,316,000, $39,584,000 and $36,082,000 for the periods
      January 1, 2002 to June 30, 2002, January 1, 2001 to June 30, 2001,
      December 7, 2001 to December 31, 2001, January 1, 2001 to December 6,
      2001, and the years 2000 and 1999, respectively.

      Reclassifications - Certain amounts from prior periods have been
      reclassified to conform to the 2002 financial statement presentation.

3.    ACQUISITIONS OF REAL ESTATE INVESTMENTS

      In accordance with generally accepted accounting principles, Cabot L.P.
      accounted for the Merger Transactions using the purchase method of
      accounting. As such, the net assets acquired in connection with the Merger
      Transactions were recorded at the fair value of the consideration
      surrendered and liabilities assumed. The purchase price was then allocated
      to all identifiable assets and assumed liabilities based upon their
      individual estimated fair market values.

                                       53

<PAGE>

3.    ACQUISITIONS OF REAL ESTATE INVESTMENTS (CONTINUED)

      The following is a summary of the final allocation of acquisition costs
      recorded in connection with the Merger Transactions:

<TABLE>
<CAPTION>
                                                                                (In Thousands)
         <S>                                                                    <C>
         Fair Value of Cabot Trust's Common Shares and Cabot L.P.
           Partnership Units purchased by Calwest and Cabot L.P. based on
           the December 7, 2001 value of $24 per Share / Unit                    $  1,048,324

         Repurchase of Partnership Units by Cabot L.P.                               (158,516)
         Other Acquisition Costs incurred by Calwest                                    5,888
                                                                                 ------------
         Investment by Calwest                                                        895,696
         Value of Preferred Units, at carryover historical cost basis                 239,000
         Mortgage debt assumed, recorded at estimated fair value                    1,010,927
                                                                                 ------------

         Total acquisition cost basis                                            $  2,145,623
                                                                                 ============


         Acquisition cost basis allocated to:
           Land                                                                  $    409,720
           Buildings                                                                1,564,953
           Properties under development                                               106,993
           Lease acquisition costs - tenant improvements                               18,914
                                                                                 ------------

         Acquisition cost basis allocated to real estate as a result of
           the Merger Transactions                                                  2,100,580
         Acquisition cost basis allocated to joint venture investments                 16,779
         Acquisition cost basis allocated to other net assets                          28,264
                                                                                 ------------

         Total cost basis allocated                                              $  2,145,623
                                                                                 ============
</TABLE>

      In general, the new cost basis of the assets and liabilities as a result
      of the purchase price allocation impacted the recognition of straight-line
      rental revenue, depreciation and interest expense.

      The final allocation shown above does not differ significantly from the
      preliminary allocation recorded on December 7, 2001.


                                       54

<PAGE>

4.    DEBT FACILITIES

      Cabot L.P.'s debt balances were adjusted as of December 7, 2001 to fair
      value to reflect the present value of amounts to be paid using market
      interest rates for obligations with similar terms. These adjustments,
      resulting in an aggregate, net premium of $17.2 million, are amortized as
      a reduction of interest expense over the remaining term of the loans to
      reflect an estimated market interest rate as of the date of the Merger
      Transactions.

      The Bridge Financing - As described in Note 1, Cabot L.P. issued a note
      payable in the amount of $500 million. This financing (the Bridge
      Financing) bore an interest rate of LIBOR plus 125 basis points and was
      due June 6, 2002. The Bridge Financing was repaid in full in February
      2002.

      The Revolving Credit Facility - On February 5, 2002, Cabot L.P. entered
      into a Revolving Credit Agreement (the Revolving Credit Agreement) with JP
      Morgan Chase Bank as lead agent for a syndicate of banks. The $300 million
      proceeds of the Revolving Credit Agreement were used to partially repay
      the Bridge Financing. The Revolving Credit Agreement is guaranteed by
      Cabot Trust and Calwest and provides for a loan amount of $300 million or
      such lesser amount as will enable Cabot L.P. to comply with all financial
      covenants. The loan is due in February 2005, and may be extended one year
      after payment of an extension fee of 20 basis points.

      The Revolving Credit Agreement bears interest at rates that are dependent
      on the type of borrowing and the credit rating of Calwest, as detailed
      below:

        Borrowing type                 Base rate                      Spread

        Euro-Dollar          Applicable LIBOR                       0.65%-1.40%
        Base Rate            U.S. Prime or Fed Funds + 0.50%        0.00%-0.70%
        Money Market         Auction based                              n/a

      For Money Market loans, Cabot L.P. is able to request that the syndicate
      of banks bid on loan commitments, which may result in Cabot L.P. obtaining
      borrowings at interest rates lower than those available under either the
      Euro-Dollar or Base Rate borrowing types. As of June 30, 2002, the
      Revolving Credit Agreement has $290 million outstanding, bearing interest
      at 2.64%.

      Additionally, the Revolving Credit Agreement has an expansion option,
      which allows Cabot L.P. to expand the total commitment to $400 million.
      This option must be exercised in the first 24 months of the term. The
      Revolving Credit Agreement is subject to various covenants which are
      customary in nature, including a limit on distributions to 100% of
      operating cash flow, exclusive of proceeds from sales or refinancings,
      which can be freely distributed and a one-time distribution of up to $75
      million.

      The Facility - On October 24, 2000, Cabot L.P. obtained a new $325 million
      unsecured line of credit facility (the Facility) replacing its previous
      $325 million credit facility that was to mature in March 2001. The new
      credit facility, which was scheduled to mature in October 2003, was repaid
      and terminated in conjunction with the Merger Transactions. As a result of
      the termination of this facility, deferred financing costs in the amount
      of $2.8 million were allocated no value in conjunction with purchase price
      allocation. The interest rate on the Facility for 2001, 2000 and 1999 was
      LIBOR plus 100 basis points (which included a 0.20% facility fee
      in 2001 and 2000). At December 31, 2000 and 1999, the interest rate on
      outstanding borrowings was 7.69% and 7.50%, respectively. The weighted
      average coupon interest rate for the period from January 1 to December 6,
      2001, and for the years ended 2000 and 1999 was 5.44%, 7.54% and 6.37%
      respectively, including the effect of the interest rate protection
      agreements described below. The Facility was used to acquire and develop
      properties and for working capital purposes.


                                       55

<PAGE>

4.    DEBT FACILITIES

      The Facility (Continued) - Cabot L.P. had entered into two interest rate
      swaps relating to the Facility for notional amounts of $25 million each,
      which were intended to result in limiting the variable nature of the LIBOR
      component of Cabot L.P.'s interest rate on an equivalent amount of
      borrowings to 5.891% and 5.905% through October 2003. Immediately
      subsequent to the Merger Transactions, Cabot L.P. terminated these swaps
      at a cost of $2.6 million. The liability related to these swaps was
      assumed at the date of the Merger Transactions, therefore this cost is
      included in total purchase price consideration (see Note 3). Cabot L.P.
      had entered into an interest rate cap arrangement relating to the Facility
      for a notional amount of $100 million for the period from October 1, 1999
      through April 1, 2000. This arrangement resulted in limiting the variable
      nature of the LIBOR component of Cabot L.P.'s interest rate on an
      equivalent amount of borrowings to no more than 6.50% per annum. Cabot
      L.P. also entered into other similar arrangements during 2000 and 1999,
      which resulted in additional interest expense of $16,000 and $86,000
      respectively.

      Unsecured Debt - Medium Term Notes - On September 7, 2000, Cabot L.P.
      established a Medium Term Note program eligible to issue up to $200
      million of notes payable. On September 12, 2000, Cabot L.P. issued $40
      million of notes payable, with a coupon interest rate of 8.5%, due
      September 15, 2010. On September 18, 2000, Cabot L.P. issued an additional
      $15 million of notes payable, with a coupon interest rate of 8.2%, due
      September 15, 2005. On December 7, 2001, the market interest rates for
      these notes were determined by management to be 7.44% and 6.41%,
      respectively, as such the debt was revalued to reflect a premium (an
      increase in the debt balance) in the amount of $2.4 million and $852,000,
      respectively. A reduction of interest expense related to the amortization
      of this premium of $250,000 and $33,000 was recorded in the periods from
      January 1, 2002 to June 30, 2002 and December 7 to December 31, 2001,
      respectively.

      Unsecured Debt - Senior Notes - On May 4, 1999, Cabot L.P. issued $200
      million of senior unsecured redeemable notes, due May 1, 2004. The notes
      have a 7.125% coupon interest rate, and on December 7, 2001, the market
      interest rate for this debt was determined by management to be 5.61%, as
      such the debt was revalued to reflect a premium of $6.5 million. A
      reduction of interest expense related to the amortization of this premium
      of $1.4 million and $183,000 was recorded in the periods from January 1,
      2002 to June 30, 2002 and December 7 to December 31, 2001, respectively.

      Mortgage Loans - Cabot L.P. entered into loan agreements during 2000 and
      1999, assumed certain loans in conjunction with several real estate
      acquisitions, and assumed certain loans in connection with its formation,
      all secured by certain existing real estate assets (collectively, the
      Mortgage Loans). The Mortgage Loans, totaling $236.1 million, $238.4
      million and $246.4 million at June 30, 2002, December 31, 2001 and 2000
      (excluding discounts and premiums), respectively, bear coupon interest
      rates ranging from 7.25% to 9.67% and are secured by properties with a net
      book value of $441.5 million, $444.9 million and $396.3 million,
      respectively. Certain of the debt assumed in conjunction with the
      acquisition of properties bears a coupon interest rate that differed from
      the fair market value interest rate at the date of acquisition of the
      related property. In accordance with generally accepted accounting
      principles, such debt was recorded at fair market value and interest
      expense was adjusted based on the fair market interest rate at the date of
      acquisition for each of the periods through December 6, 2001. All Mortgage
      Loans outstanding at December 7, 2001 were revalued as a result of the
      Merger Transactions using market interest rates, determined by management,
      ranging from 4.13% to 8.35%, as such the debt was revalued to reflect a
      net premium of $7.4 million. A reduction of interest expense related to
      the amortization of this premium of $772,000 and $131,000 was recorded in
      the periods from January 1, 2002 to June 30, 2002 and December 7 to
      December 31, 2001, respectively.


                                       56

<PAGE>

4.    DEBT FACILITIES

      Mortgage Loans - Aggregate contractual principal payments on the Mortgage
      Loans payable at June 30, 2002 (excluding the net premium recorded in
      conjunction with the Merger Transactions and excluding $75 million of
      Mortgage Loans payable that were assumed by CalEast on August 1, 2002 (see
      Note 9)) for the five fiscal years ending June 30 and thereafter are as
      follows:

                                                            (In Thousands)

        2003                                                   $ 11,112
        2004                                                     13,389
        2005                                                      9,598
        2006                                                     12,817
        2007                                                     16,325
        Thereafter                                               97,831
                                                               --------
        Total                                                  $161,072

5.    FUTURE MINIMUM RENTS

      Future minimum rental receipts due to Cabot L.P. on noncancelable
      operating leases for the 332 industrial properties owned as of June 30,
      2002 (excluding Assets Held for Sale) for the five fiscal years ending
      June 30 and thereafter were as follows:

                                                            (In Thousands)

        2003                                                  $ 132,629
        2004                                                    110,494
        2005                                                     86,132
        2006                                                     65,503
        2007                                                     48,797
        Thereafter                                              107,878
                                                               --------
        Total                                                  $551,433

      Cabot L.P. is subject to the usual business risks associated with the
      collection of the above-scheduled rents. The above amounts do not include
      additional rental receipts that will become due as a result of the expense
      reimbursement and escalation provisions in the leases. In addition, Cabot
      L.P.'s minimum future rental receipts related to Assets Held for Sale and
      nonindustrial properties total $137.3 million and $5.7 million,
      respectively, as of June 30, 2002.

6.    INCOME TAXES

      No provision for federal and state income taxes has been recorded relating
      to Cabot L.P. as the partners report their respective share of net taxable
      income on their individual tax returns.

7.    EMPLOYEE BENEFIT PLANS AND AGREEMENTS

      Cabot Trust adopted the Cabot Industrial Trust Long-Term Incentive Plan
      (the LTIP) and the Cabot Industrial Trust 1999 Long-Term Incentive Plan
      (the 1999 LTIP) (collectively, the Plans), for the purpose of attracting
      and retaining highly qualified executive officers, Trustees and employees.
      The 1999 LTIP was maintained as a broad-based plan within the meaning of
      the New York Stock Exchange rules. Both plans were terminated as a result
      of the Merger Transactions and all benefits payable to participants were
      recorded on December 6, 2001 as compensation.


                                       57

<PAGE>

7.    EMPLOYEE BENEFIT PLANS AND AGREEMENTS (CONTINUED)

      The Plans were administered by the Executive Compensation Committee of the
      Board of Trustees of Cabot Trust (the Administrator). Officers and other
      employees of Cabot Trust, Cabot L.P. and designated subsidiaries and
      members of the Board of Trustees of Cabot Trust who were not employees of
      Cabot Trust were eligible to participate.

      Options were awarded to Trustees in the form of options on Common Shares
      and to employees of Cabot L.P. or Cabot Advisors in the form of options
      on Partnership Units.

      The Plans provided for the grant of (i) Common Share options and
      Partnership Unit options intended to qualify as incentive options under
      Section 422 of the Code (the LTIP only), (ii) Common Share options and
      Partnership Unit options not intended to qualify as incentive options
      under Section 422 of the Code and (iii) dividend equivalent rights and
      distribution equivalent rights (collectively, DEUs) which entitled a
      Participant to be credited with additional Common Share or Partnership
      Unit rights.

      In connection with the grant of options under the Plans, other than
      options to nonemployee Trustees, the Administrator determined the terms of
      the option, including the option exercise price, any vesting requirements
      and whether a DEU would be awarded. The Administrator had authority to
      award options at an exercise price that was less than fair market value
      but had not. Except for options granted to non-employee Trustees, the
      options granted under the Plans had 10-year terms and became exercisable
      in four equal annual installments commencing on the first anniversary of
      the date of grant, subject to acceleration of vesting upon a change in
      control of Cabot Trust (as defined in the Plans).

      DEUs entitled an option holder to an award of additional Common Shares or
      Partnership Units at year end with a positive intrinsic value calculated
      using a formula that was based on the difference between the annual
      distribution rate on the Common Shares and Partnership Units versus the
      average dividend rate on common stocks included in the S&P 500 Index. DEUs
      vested on a vesting schedule as determined by the Administrator and once
      vested entitled the holder to a Common Share or Partnership Unit at the
      earlier of the year of exercise of the underlying option, the year of
      termination of employment, or the year of expiration of the underlying
      option or, in some cases, only upon a change in control. The options
      granted with DEUs resulted in compensation expense in 2001, 2000 and 1999
      of approximately $15.4 million (including $14.6 million related to the
      change in control), $772,000 and $475,000, respectively.

      To the extent an option had not become exercisable at the time of the
      holder's termination of employment, it was forfeited unless the
      Administrator had previously exercised its reasonable discretion to make
      such option exercisable and all vested options which were not exercised by
      the expiration date described in the Plans were forfeited. Any Common
      Shares or Partnership Units subject to options which were forfeited (or
      which expired without exercise) were again available for grant under the
      Plans.

      The closing of the Merger Transactions resulted in a change of control
      under the Plans and all options and DEU awards became fully vested. All
      options and DEUs were settled by a payment to the holders of $24 per
      Common Share or Partnership Unit, less the exercise price of the related
      option or DEU, totaling $21.1 million and $17.3 million, respectively.


                                       58

<PAGE>

7.    EMPLOYEE BENEFIT PLANS AND AGREEMENTS (CONTINUED)

      A summary of Cabot Trust's stock option activity is as follows for the
      period ended December 6, 2001 and for each of the years ended December 31,
      2000 and 1999.

<TABLE>
<CAPTION>
                                                              2001                        2000                       1999
                                                                 Weighted-                   Weighted-                   Weighted-
                                                                  Average                     Average                     Average
                                                   Number of      Exercise     Number of     Exercise      Number of      Exercise
                                                  Shares/Units     Price      Shares/Units     Price     Shares/Units      Price
        <S>                                       <C>            <C>          <C>            <C>         <C>             <C>
        Options outstanding, beginning of year     3,970,852      $   19.87    3,982,590     $   19.88     3,126,615      $   20.04
          Granted                                  1,071,300          19.42       42,500         19.41       878,300          19.29
          Settled upon Merger Transactions        (5,009,546)         19.78            -          0.00             -           0.00
          Exercised                                  (11,818)         19.32            -          0.00             -           0.00
          Forfeited                                  (20,788)         19.34      (54,238)        19.63       (22,325)         19.97
                                                  ----------      ---------   ----------     ---------    ----------      ---------

        Options outstanding, end of year                   -      $       -    3,970,852     $   19.87     3,982,590      $   19.88
                                                  ==========      =========   ==========     =========    ==========      =========

        Options exercisable, end of year                   -      $       -    1,794,414     $   19.95       814,079      $   20.04
                                                  ==========      =========   ==========     =========    ==========      =========

        DEUs outstanding, beginning of year          505,629           0.00      283,705          0.00        89,384           0.00
          Credited                                   214,749           0.00      223,775          0.00       194,967           0.00
          Settled upon Merger Transactions          (719,092)             -            -          0.00             -           0.00
          Exercised                                        -           0.00         (497)         0.00             -           0.00
          Forfeited                                   (1,286)          0.00       (1,354)         0.00          (646)          0.00
                                                  ----------      ---------   ----------     ---------    ----------      ---------

        DEUs outstanding, end of year                      -      $    0.00      505,629     $    0.00       283,705      $    0.00
                                                  ==========      =========   ==========     =========    ==========      =========

        DEUs exercisable, end of year                      -      $    0.00       63,412     $    0.00        23,733      $    0.00
                                                  ==========      =========   ==========     =========    ==========      =========

        Options available for grant                        -      $       -    1,890,311     $       -     2,100,497      $       -
                                                  ==========      =========   ==========     =========    ==========      =========
</TABLE>

      For the DEUs outstanding as of December 31, 2000 and 1999, 156,889 and
      152,797, respectively, vested over the shorter of a four-year period or
      upon a change of control and 348,740 and 130,908, respectively, vested
      only upon a change of control.

      Pro Forma Stock-based Compensation Expense - As permitted by SFAS No. 123,
      Accounting for Stock-based Compensation, Cabot L.P. has elected to apply
      APB Opinion No. 25, Accounting for Stock Issued to Employees, to account
      for its stock-based compensation plans. Prior to the Merger Transactions,
      except for the DEUs as described above, no compensation cost has been
      recognized for Cabot Trust's Plans as the option prices at the date of
      grant were equal to market prices. Had compensation cost for awards in
      2001 (through the date of the Merger Transactions), 2000 and 1999 under
      Cabot Trust's Plans been determined based on the fair value at the grant
      dates consistent with the method set forth under SFAS No. 123, the effect
      on Cabot L.P.'s net income allocable to partnership units would have been
      as follows for the period from January 1 to December 6, 2001 and for the
      years ended December 31, 2000 and 1999.

<TABLE>
<CAPTION>
                                                                    2001         2000           1999
                                                                            (In Thousands)
         <S>                                                       <C>          <C>            <C>
        Net income allocable to partnership units:
        As reported                                               $ 9,278      $ 59,333       $ 57,678
        Pro forma                                                   6,715        57,221         55,873
</TABLE>


                                       59

<PAGE>


7.    EMPLOYEE BENEFIT PLANS AND AGREEMENTS (CONTINUED)

      All options and DEUs were settled in conjunction with the Merger
      Transactions and therefore have no effect subsequent to December 6, 2001.

      The weighted average fair value per share/unit of options granted was
      $2.36, $2.51 and $2.23 in 2001, 2000 and 1999, respectively. The fair
      value of each option grant was estimated on the grant date using the
      Black-Scholes option pricing model with the following weighted-average
      assumptions:

                                           2001          2000            1999

        Expected Volatility                18.45%        18.49%          19.21%
        Risk-free interest rate        4.80-5.51%    6.00-6.69%      4.82-6.60%
        Expected life options            7 Years       7 Years         7 Years
        Expected dividend yields             5.4%         6.20%           6.90%

      The Black-Scholes option pricing model was developed for use in estimating
      the fair value of traded options that have no vesting restrictions and are
      fully transferable. In addition, option pricing models require the input
      of highly subjective assumptions including expected stock price
      volatility. Because Cabot Trust's employee stock options had
      characteristics significantly different from those of traded options and
      because changes in the subjective input assumptions can materially affect
      the fair value estimate, in management's opinion, the existing models do
      not necessarily provide a reliable single measure of fair value of its
      employee stock options.

      401(k) Savings Plan - The Cabot Savings Plan 401(k) covered eligible
      full-time employees of Cabot L.P., Cabot Trust and their affiliates.
      Contributions to the plan were made by both the employee and the employer.
      Employer contributions were based on the level of employee contributions.
      For this plan, Cabot L.P. contributed and charged to expense $80,000,
      $64,000 and $58,000 in 2001, 2000 and 1999, respectively.

      In conjunction with the Merger Transactions in 2001, Cabot Trust
      terminated this plan which resulted in the vesting of all employer
      contributions. Plans assets will be distributed to all plan participants
      upon receipt of a final determination letter from the Internal Revenue
      Service.

      Employment and Severance Agreements - Cabot L.P. had employment agreements
      with former senior executives. Each of the employment agreements provided
      for severance payments in the event of a change in control of Cabot Trust
      equal to three times the sum of the current base salary and the latest
      annual bonus paid and also provided for tax reimbursements in certain
      circumstances.

      On December 17, 1998, Cabot Trust's Board of Trustees approved a severance
      plan covering all full-time employees of Cabot L.P. and its affiliates not
      covered by employment agreements which provided for six to 24 months of
      compensation to be paid, under certain circumstances, in the event the
      employee was terminated due to a change in control.

      In conjunction with the Merger Transactions, the former senior executives
      were entitled to payments totaling $21.7 million under the employment
      agreements, and all other employees who were terminated were entitled to
      payments under the severance plan totaling $6.0 million. These amounts are
      reflected as severance and merger expenses in the accompanying
      consolidated statement of operations for the period from January 1 to
      December 6, 2001.


                                       60

<PAGE>

8.    FAIR VALUE OF FINANCIAL INSTRUMENTS

      SFAS No. 107, Disclosures about Fair Value of Financial Instruments,
      requires Cabot L.P. to disclose fair value information for all financial
      instruments, for which it is practicable to estimate fair value, whether
      or not recognized in the balance sheets. Cabot L.P.'s financial
      instruments, other than debt and interest rate protection agreements, are
      generally short-term in nature and contain minimal credit risk. These
      instruments consist of cash and cash equivalents, rents and other
      receivables and accounts payable. The carrying amount of these assets and
      liabilities in the consolidated balance sheets approximate fair value.

      The carrying amount and fair value of Cabot L.P.'s long-term obligations
      and off-balance-sheet financial instruments as of June 30, 2002, December
      31, 2001 and 2000 are as follows:

<TABLE>
<CAPTION>
                                                           2002                           2001                       2000
                                                Carrying         Fair           Carrying        Fair        Carrying        Fair
                                                 Amount          Value           Amount         Value        Amount         Value
                                                                                     (In Thousands)
          <S>                                   <C>            <C>              <C>           <C>           <C>           <C>
          Assets:
            Loans to Joint Venture              $       -      $       -        $       -     $       -     $   3,301     $   3,301

          Long-term Obligations:
            Mortgage loans payable              $(242,628)     $(242,628)       $(245,642)    $(245,642)    $(249,327)    $(250,030)
            Unsecured debt                       (262,959)      (262,959)        (264,568)     (264,568)     (255,000)     (256,799)

          Off-balance-sheet financial
            instruments:
              Interest rate protection
                agreements (liability)          $       -      $       -        $       -     $       -     $       -     $    (287)
</TABLE>

      Cabot L.P.'s Mortgage Loans and Unsecured Debt are at fixed rates and were
      revalued at December 7, 2001 (see Note 4). The fair market values of
      Mortgage Loans and Unsecured Debt were estimated using a valuation
      technique that discounts expected future cash flows to net present value,
      at current market rates. The market rates at December 7, 2001 approximate
      the rates at June 30, 2002 and December 31, 2001; therefore the carrying
      values are equal to the market values at June 30, 2002 and December 31,
      2001. The fair market value of Cabot L.P.'s Unsecured Debt at December 31,
      2000 was estimated based on publicly quoted market prices, which
      represented the amount Cabot L.P. would have to pay to repurchase such
      borrowings. Cabot L.P.'s Revolving Credit Facility, Facility and Bridge
      Financing were at variable rates, which resulted in carrying values that
      approximate their fair values at June 30, 2002 and December 31, 2001 and
      2000. The fair value of Cabot L.P.'s interest rate protection agreements
      was the estimated amount that Cabot L.P. would receive or pay if it had
      terminated the contracts as of December 31, 2000, taking into account the
      change in interest rates and the creditworthiness of the counterparties.
      There are no balances under the Facility or interest protection agreements
      outstanding at December 31, 2001 nor June 30, 2002 and no balance under
      the Bridge Financing at December 31, 2000 nor June 30, 2002.

9.    RELATED PARTY TRANSACTIONS

      Following the Merger Transactions, Cabot L.P. and RREEF America L.L.C.
      (RREEF), an affiliate of one of the members in Calwest, entered into an
      investment advisory agreement that engaged RREEF as the investment adviser
      of Cabot L.P. for the period beginning on December 7, 2001 and ending on
      December 31, 2002. Cabot L.P. may extend the term of the agreement for
      additional one-year periods. Under the agreement, RREEF is to provide
      asset and property management, development, acquisition and disposition
      services to Cabot L.P. and Cabot L.P. is to pay RREEF the following fees:


                                       61

<PAGE>

9.    RELATED PARTY TRANSACTIONS (CONTINUED)

      (i)    an annual asset management fee equal to (A) the fair market value
             of the properties in the Cabot L.P. portfolio during the
             measurement period, divided by (B) the sum of the fair market
             values of the properties in the Calwest portfolio and the Cabot
             L.P. portfolio during the same measurement period (the Total
             Portfolio Value), multiplied by (C) the dollar amount determined
             using the following fee schedule:

             (a) 50 basis points to the extent the Total Portfolio Value is less
                 than $1 billion, plus

             (b) 35 basis points to the extent the Total Portfolio Value is more
                 than $1 billion and less than $2 billion, plus

             (c) 30 basis points to the extent the Total Portfolio Value is more
                 than $2 billion and less than $3 billion, plus

             (d) 25 basis points to the extent the Total Portfolio Value exceeds
                 $3 billion;

      (ii)   an acquisition fee of .50% of the purchase price (including any
             debt incurred or assumed) of property acquired;

      (iii)  a monthly property management fee for all the properties managed by
             RREEF equal to 2.52% of total monthly collections;

      (iv)   a lease commission upon the execution of a lease agreement or
             certain lease amendments equal to a percentage (depending on type
             of lease and whether or not there is a listing and/or cooperating
             broker) of annual base rent contracted for over the original term
             of the lease document minus certain amounts related to amortized
             cost of tenant improvements and concessions given to the tenant;

      (v)    a construction supervision fee for each capital expenditure greater
             than $100,000 equal to 3% of such capital expenditures up to a
             maximum fee of $150,000 per capital expenditure;

      (vi)   a development fee equal to 2% of property development costs
             excluding land costs, acquisition and development fees and actual
             or imputed interest costs;

      (vii)  a disposition fee of .25% of the sales price of a property and

      (viii) an incentive fee based on the cumulative performance of the
             portfolio of properties owned by Cabot L.P. and Calwest.

      Under such agreement, Cabot L.P. incurred acquisition fees of $16,000 and
      $6.4 million, asset management fees of $3.5 million and $517,000, property
      management fees of $2.5 million and $309,000, development fees of $247,000
      and $211,000, leasing fees of $137,000 and $0 and disposition fees of $0
      and $19,000 under this agreement during the periods from January 1, 2002
      to June 30, 2002 and December 7, 2001 to December 31, 2001, respectively.

      Cabot L.P. earned fees from its Joint Ventures as described in Note 10.
      Since the closing of the Merger Transactions, these responsibilities have
      been performed by RREEF, who as a result, is paid the fees for services
      due to Cabot L.P. under the Joint Venture Agreements. Therefore for the
      six months ended June 30, 2002, RREEF earned $435,000 from Cabot L.P.
      related to fees it had earned under the Joint Venture Agreements.

      On December 7, 2001, RREEF entered into an agreement with Cabot L.P. and
      Cabot Advisors under which (i) Cabot L.P. and Cabot Advisors agreed to
      permit RREEF to occupy certain premises that were leased by Cabot L.P. and
      Cabot Advisors, and RREEF agreed to reimburse Cabot L.P. and Cabot
      Advisors for rent payable under such leases, (ii) Cabot L.P. and Cabot
      Advisors transferred to RREEF all of its right, title and interest in all
      furniture, fixtures and equipment located in such premises, (iii) Cabot
      L.P. agreed to reimburse RREEF for any severance amounts paid by RREEF to
      the former employees of Cabot L.P. and Cabot Advisors who were hired by
      RREEF in connection with the Merger Transactions, (iv) Cabot L. P. agreed
      to reimburse RREEF for payments made by RREEF for a Cabot L.P. property in
      connection with a development agreement and (v) Cabot L.P. agreed to pay
      RREEF the management and other fees otherwise payable to Cabot L.P. for
      performing the management services required to be performed by Cabot L.P.
      under the Joint Venture agreements.



                                       62

<PAGE>

9.    RELATED PARTY TRANSACTIONS (CONTINUED)

      The current trustees and executive officers of Cabot Trust are all
      employees of RREEF, are compensated by RREEF and receive no remuneration
      or other compensation from Cabot L.P.

      On August 1, 2002, Cabot L.P. sold its interest in Cabot Acquisition LLC,
      a wholly owned subsidiary of Cabot L.P., which owned 46 properties, to
      CalEast for $375.5 million, of which $300.5 million was paid in cash and
      $75 million was paid by the assumption of Mortgage Loans. As a result of
      this transaction, Cabot L.P. recorded a provision for impairment of assets
      (after consideration of a reduction in the premium related to the $75
      million debt of $3.6 million) in the amount of $1.9 million, which is
      included in discontinued operations in the six month period ended June 30,
      2002. Ninety-eight percent (98%) of the membership interest of CalEast is
      owned by CalPERS.

10.   EQUITY INVESTMENTS

      Cabot L.P. had an equity investment in Cabot Advisors (see Note 2) and
      also has a 20% equity interest in the Joint Ventures with JP Morgan Chase
      Capital Partners, GE Capital Real Estate and Teachers Insurance and
      Annuity Association - College Retirement Fund (TIAA-CREF), each of which
      were formed in 2000. As of December 7, 2001, Cabot L.P.'s investments in
      the Joint Ventures and Cabot Advisors were adjusted to reflect the fair
      value of the investments in connection with the purchase price allocation.
      Furthermore, in conjunction with the Merger Transactions, Cabot L.P.
      acquired a controlling interest in Cabot Advisors; therefore, commencing
      December 7, 2001, the accounts of Cabot Advisors are consolidated for
      financial reporting purposes.

      Through December 6, 2001, Cabot Advisors was responsible for various
      activities including management of Cabot L.P.'s properties and properties
      on behalf of third parties, as well as providing other real estate related
      services for third parties. Total management fees earned by Cabot Advisors
      related to Cabot L.P.'s properties are included in Property Operating
      Expenses in the accompanying consolidated statements of operations and
      amounted to $4,395,000, $4,444,000, $2,684,000 in 2001, 2000 and 1999,
      respectively. As of the date of the Merger Transactions, Cabot Advisors
      ceased providing management and real estate services and Cabot L.P.
      engaged RREEF to provide these services for its portfolio (see Note 9).

      The Joint Ventures are engaged in the acquisition and development of
      industrial properties. Cabot L.P. is the managing member and earns
      acquisition, development, asset management and property management fees
      for services it provides to the Joint Ventures. During the six month
      period ended June 30, 2002 and the years ended December 31, 2001 and 2000,
      Cabot L.P. earned acquisition and development fees of $373,000, $734,000
      and $687,000 and asset management and property management fees of
      $286,000, $338,000 and $56,000, respectively.



                                       63

<PAGE>

10.   EQUITY INVESTMENTS (CONTINUED)

      Summarized unaudited financial information for Cabot Advisors and the
      Joint Ventures as of June 30, 2002 and for the six months ended June 30,
      2002 and as of December 31, 2001, 2000 and 1999 and for the years then
      ended is as follows:

<TABLE>
<CAPTION>
                                              As of and
                                                for the
                                              Six Months               As of and for the
                                                Ended               Years Ended December 31
                                            June 30, 2002        2001        2000       1999

                                                       (Unaudited, In Thousands)
          <S>                               <C>                  <C>         <C>        <C>
          Total assets                        $ 150,750       $ 144,857    $ 98,953   $ 1,426
          Mortgage debt                          61,565          61,705      47,729         -
          Total revenue                           8,460          22,258      10,884     5,344
          Net income (loss)                       2,336           4,289         760       (20)
          Cabot L.P.'s share of
            net income (loss)
            of Cabot Advisors                         -            (764)        518       (19)
          Cabot L.P.'s share of
            net income of
            Joint Ventures                          467             884          89         -
</TABLE>

      Cabot Advisors' operations are consolidated commencing December 7, 2001,
      therefore, there are no results reflected above for the six months ended
      June 30, 2002 and the results for the year ended December 31, 2001
      reflected above represent activity only through December 6, 2001, or
      approximately 11 months. No assets are reflected above for 2002 nor 2001
      related to Cabot Advisors. Cabot L.P.'s share of Cabot Advisors' net
      income (loss) through December 6, 2001 is included in Interest and Other
      Income in the accompanying consolidated statements of operations. Cabot
      L.P.'s share of the Joint Ventures' income for the period from December 7
      through December 31, 2001 was $79,000. The Joint Ventures recognized total
      revenue of approximately $1.1 million during the same period.

      The Joint Ventures commenced operations at various dates in 2000.
      Accordingly, their results for the year ended December 31, 2000 do not
      represent a full year. Cabot L.P.'s share of the Joint Ventures' net
      income is included in Earnings and Fees from Joint Ventures and Advisory
      Clients in the accompanying consolidated statements of operations.

11.   COMMITMENTS AND CONTINGENCIES

      Concentration of Credit Risk - Cabot L.P. maintains its cash and cash
      equivalents at financial institutions. The combined account balances at
      each institution periodically exceed Federal Deposit Insurance Corporation
      (FDIC) insurance coverage and, as a result, there is a concentration of
      credit risk related to amounts on deposit in excess of FDIC insurance
      coverage. Management of Cabot L.P. believes the risk is not significant.

      Environmental - Cabot L.P., as an owner of real estate, is subject to
      various environmental laws of federal and local governments. All of Cabot
      L.P.'s properties were subject to Phase I Environmental Assessments, which
      consist of, among other things, a visual inspection of the property and
      its neighborhood and a review of pertinent public records. Compliance by
      Cabot L.P. with existing laws has not had a material adverse effect on
      Cabot L.P.'s consolidated financial condition or results of operations and
      management does not believe it will have such a material adverse effect in
      the future.



                                       64

<PAGE>

11.   COMMITMENTS AND CONTINGENCIES (CONTINUED)

      Litigation - Management of Cabot L.P. does not believe there is any
      litigation threatened against it other than routine litigation arising out
      of the ordinary course of business, some of which is expected to be
      covered by liability insurance and none of which is expected to have a
      material adverse effect on the consolidated operating results or financial
      position of Cabot L.P.

      Minimum Future Lease Obligations - In conjunction with the Merger
      Transactions, Cabot L.P.'s lease obligations for all offices, that will
      remain open, were assumed by RREEF. The remaining lease obligations of
      $60,000, related to offices to be closed, were accrued as of the date of
      the Merger Transactions (see Note 3). Cabot L.P. incurred rental expense
      of $655,000, $421,000 and $389,000 for the years ended December 31, 2001,
      2000 and 1999, respectively. In addition, Cabot Advisors incurred rental
      expense of $776,000, $476,000 and $374,000 for the years ended December
      31, 2001, 2000 and 1999, respectively.

      Severance Agreement - In connection with the Merger Transactions, RREEF
      agreed to employ those employees of Cabot L.P. and Cabot Trust who were
      not terminated in connection with the Merger Transactions and to pay such
      individuals the severance amounts that such employees would otherwise have
      been entitled to under the Cabot Trust Severance Plan. In consideration
      for the foregoing, Cabot L.P. agreed to reimburse RREEF for any amounts
      paid by RREEF to such employees.



                                       65

<PAGE>

12. SUPPLEMENTARY QUARTERLY DATA

<TABLE>
<CAPTION>
                                      March 30, 2002   June 30, 2002
<S>                                   <C>              <C>
Rental revenue                            $47,377         $47,236
Net gain on sales of real estate                -               -
Net income from continuing operations      14,005          16,050
Discontinued operations                     3,135           2,999
Net Income                                 17,140          19,049

<CAPTION>
                                                                                          October 1, 2001    December 7, 2001
                                      March 30, 2001   June 30, 2001   September 30, 2001   December 6, 2001   December 31, 2001
<S>                                   <C>              <C>             <C>                  <C>                <C>
Rental revenue                            $45,096         $45,795            $46,999             $34,471            $15,882
Net gain on sales of real estate              949           1,465                683                 945                  -
Net income (loss) from
  continuing operations                    16,865          18,268             17,238             (39,247)             7,137
Discontinued operations                     5,359           3,885              3,768               2,895                930
Net Income (loss)                          22,224          22,153             21,006             (36,352)             8,067

<CAPTION>
                                      March 30, 2000   June 30, 2000   September 30, 2000   December 31, 2000
<S>                                   <C>              <C>             <C>                  <C>
Rental revenue                            $39,765         $42,372            $44,664             $45,711
Net gain on sales of real estate                -               -                  -               2,639
Net income from continuing
  operations                               11,985          13,460             15,236              18,427
Discontinued operations                     5,918           5,418              4,317               4,191
Net Income                                 17,903          18,878             19,553              22,618

<CAPTION>
                                      March 30, 1999   June 30, 1999   September 30, 1999   December 31, 1999
<S>                                    <C>              <C>             <C>                  <C>
Rental revenue                            $25,366         $28,512            $32,036             $35,475
Net gain on sales of real estate                -           3,404               (653)                  -
Net income from continuing operations       6,638          13,307             10,035              11,886
Discontinued operations                     5,376           5,373              5,417               5,655
Net Income                                 12,014          18,680             15,452              17,541
</TABLE>


                                       66

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
JUNE 30, 2002
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>

                                                                                                                Cost Capitalized
                                                                               Initial Cost             Subsequent to Acquisition
                                                                          ----------------------       --------------------------
                                  Number of                                        Buildings and                    Buildings and
Property Name(s)                  Buildings Location          Encumbrances   Land   Improvements         Land        Improvements
----------------                  --------- --------          ------------   ----   ------------         ----       -------------
<S>                               <C>                         <C>          <C>     <C>                 <C>          <C>
North 104th Avenue                        1 Tolleson, AZ       $       0   $  633  $      6,355        $    0 $                 3
North 47th Avenue                         1 Phoenix, AZ                0      541         4,546             7                  75
South 55th Avenue                         1 Phoenix, AZ                0      592         2,693             0                   0
South 63rd Avenue                         1 Phoenix, AZ                0      552         4,716             0                   0
South 84th Avenue                         1 Tolleson, AZ               0      503         5,580             0                  10
West Van Buren                            1 Tolleson, AZ           4,618      494         6,578             0                   0
South 41st Avenue, Building 2             1 Phoenix, AZ            4,881      859         6,014             0                 236
South 49th Avenue                         1 Phoenix, AZ                0      578         2,278             0                   0
North 103rd Street                        1 Phoenix, AZ                0      758         6,316             0                   5
44th Avenue                               1 Phoenix, AZ            2,830      634         4,147             0                   0
South 9th Street                          1 Phoenix, AZ            3,036    1,140         4,800             0                   0
South 41st Avenue, Building 1             1 Phoenix, AZ            3,216      276         4,635             0                 236
South 39th Avenue                         1 Phoenix, AZ            4,470      477         6,816             0                 127
South 40th Avenue, Building 1             1 Phoenix, AZ            1,771      473         3,342             0                   0
South 53rd Avenue                         1 Phoenix, AZ            2,935      232         3,951             0                  92
South 40th Avenue, Building 2             1 Phoenix, AZ            1,686      485         3,373             0                   0
South 40th Avenue, Building 3             1 Phoenix, AZ                0    1,092         5,536             0                  27
East Encanto Drive                        1 Tempe, AZ                560      567         3,643             0                   0
West Alameda Drive, Building 1            1 Tempe, AZ              1,039      317         1,385             0                   0
South Priest Drive                        1 Tempe, AZ              2,607      882         3,596             0                   0
West Alameda Drive, Building 2            1 Tempe, AZ              1,039      312         1,376             0                   0
West Alameda Drive, Building 3            1 Tempe, AZ              1,039      316         1,380             0                   0
West Alameda Drive, Building 4            1 Tempe, AZ              1,039      318         1,387             0                   0
East Watkins Street                       1 Phoenix, AZ                0    4,368         6,671             0                   0
East University Drive, Building 1         1 Phoenix, AZ              905      634         1,097             0                   0
East University Drive, Building 2         1 Phoenix, AZ              668      470           817             0                   0
East University Drive, Building 3         1 Phoenix, AZ            1,466    1,070         1,828             0                   0
East University Drive, Building 4         1 Phoenix, AZ            1,959    1,407         2,520             0                   0
East University Drive, Building 5         1 Phoenix, AZ            1,085      588         1,991             0                   0
South 16th Street                         1 Phoenix, AZ                0        0         5,688             0                   0
West Southern Avenue                      1 Tempe, AZ                  0    1,131         1,948             0                  16
West 24th Street, Building 1              1 Tempe, AZ                  0      717           863             0                   0
West 24th Street, Building 2              1 Tempe, AZ                  0      928         1,392             0                   0
West Geneva Street, Building 1            1 Tempe, AZ                  0      311           556             0                   0

<CAPTION>
                                    Gross Amount Carried
                                    as of June 30, 2002                                             Date                Depreciable
                                    -------------------
                                          Buildings and                         Accumulated    Constructed or    Date      Lives
Property Name(s)                     Land  Improvements            Total/(1)/  Depreciation     Renovated     Acquired    in Years
----------------                     ----  ------------          -----------  ------------     ---------     --------    --------
<S>                                <C>     <C>                  <C>           <C>              <C>           <C>        <C>
North 104th Avenue                 $  633  $      6,358         $  6,991       $        (90)      1995        12/07/01    10 - 40
North 47th Avenue                     548         4,621            5,169                (65)      1985        12/07/01    10 - 40
South 55th Avenue                     592         2,693            3,285                (38)      1986        12/07/01    10 - 40
South 63rd Avenue                     552         4,716            5,268                (67)      1990        12/07/01    10 - 40
South 84th Avenue                     503         5,590            6,093                (79)      1989        12/07/01    10 - 40
West Van Buren                        494         6,578            7,072                (93)      1997        12/07/01    10 - 40
South 41st Avenue, Building 2         859         6,250            7,109                (85)      1985        12/07/01    10 - 40
South 49th Avenue                     578         2,278            2,856                (32)      1989        12/07/01    10 - 40
North 103rd Street                    758         6,321            7,079                (90)      1999        12/07/01    10 - 40
44th Avenue                           634         4,147            4,781                (59)      1997        12/07/01    10 - 40
South 9th Street                    1,140         4,800            5,940                (68)      1983        12/07/01    10 - 40
South 41st Avenue, Building 1         276         4,871            5,147                (66)      1989        12/07/01    10 - 40
South 39th Avenue                     477         6,943            7,420                (97)      1989        12/07/01    10 - 40
South 40th Avenue, Building 1         473         3,342            3,815                (47)      1989        12/07/01    10 - 40
South 53rd Avenue                     232         4,043            4,275                (56)      1987        12/07/01    10 - 40
South 40th Avenue, Building 2         485         3,373            3,858                (48)      1989        12/07/01    10 - 40
South 40th Avenue, Building 3       1,092         5,563            6,655                (79)      1987        12/07/01    10 - 40
East Encanto Drive                    567         3,643            4,210                (52)      1990        12/07/01    10 - 40
West Alameda Drive, Building 1        317         1,385            1,702                (20)      1984        12/07/01    10 - 40
South Priest Drive                    882         3,596            4,478                (51)      1988        12/07/01    10 - 40
West Alameda Drive, Building 2        312         1,376            1,688                (20)      1984        12/07/01    10 - 40
West Alameda Drive, Building 3        316         1,380            1,696                (20)      1984        12/07/01    10 - 40
West Alameda Drive, Building 4        318         1,387            1,705                (20)      1984        12/07/01    10 - 40
East Watkins Street                 4,368         6,671           11,039                (95)      1998        12/07/01    10 - 40
East University Drive, Building 1     634         1,097            1,731                (16)      1988        12/07/01    10 - 40
East University Drive, Building 2     470           817            1,287                (12)      1988        12/07/01    10 - 40
East University Drive, Building 3   1,070         1,828            2,898                (26)      1988        12/07/01    10 - 40
East University Drive, Building 4   1,407         2,520            3,927                (36)      1988        12/07/01    10 - 40
East University Drive, Building 5     588         1,991            2,579                (28)      1988        12/07/01    10 - 40
South 16th Street                       0         5,688            5,688                (81)      1998        12/07/01    10 - 40
West Southern Avenue                1,131         1,964            3,095                (28)      1985        12/07/01    10 - 40
West 24th Street, Building 1          717           863            1,580                (12)      1979        12/07/01    10 - 40
West 24th Street, Building 2          928         1,392            2,320                (20)      1980        12/07/01    10 - 40
West Geneva Street, Building 1        311           556              867                 (8)      1981        12/07/01    10 - 40
</TABLE>

                                                                     (Continued)


                                       67

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
JUNE 30, 2002
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                                    Cost Capitalized
                                                                                          Initial Cost     Subsequent to Acquisition
                                                                                     -------------------- --------------------------
                                        Number of                                           Buildings and              Buildings and
Property Name(s)                        Buildings Location             Encumbrances     Land Improvements       Land    Improvements
----------------                        --------- --------             ------------     ---- ------------       ----    ------------
<S>                                     <C>       <C>                  <C>           <C>     <C>                <C>    <C>
West Geneva Street, Building 2                  1 Tempe, AZ                       0     300          440          0               0
West Geneva Street, Building 3                  1 Tempe, AZ                       0     320          547          0               0
Deforest Circle                                 1 Mira Loma, CA                   0   1,630        6,860          0               0
Santa Anita Avenue                              1 Rancho Cucamonga, CA            0   1,539        5,785          0               0
South Rockfeller Avenue                         1 Ontario, CA                     0   1,006        3,430          0               3
Vintage Avenue                                  1 Ontario, CA                     0   2,185        7,451          0             365
San Fernando Road                               1 Sun Valley, CA              6,193   3,298        9,621          0               0
Rowland Street                                  1 City of Industry, CA            0   2,107        7,317          0               0
Dahlia Street                                   1 Fontana, CA                     0   2,408        7,994          0               0
North San Fernando Road, Building 7/(2)/        0 Los Angeles, CA                 0   1,016            3          0               0
East Dyer Road                                  1 Santa Ana, CA                   0  11,849        8,990          2               1
Parco Street                                    1 Ontario, CA                     0     690        2,701          0               0
Industry Circle                                 1 La Mirada, CA               2,851   2,177        4,071          0               0
East Santa Ana Street, Building 1               1 Ontario, CA                 2,428     659        2,861          0               6
East Santa Ana Street, Building 2               1 Ontario, CA                 1,257     444        2,056          0               3
Jersey Court                                    1 Rancho Cucamonga, CA        1,970     664        2,338          0               0
12th Street                                     1 Chino, CA                   2,653     964        3,642          0               0
West Rincon Street                              1 Corona, CA                      0   2,001        6,539          0               0
Tyburn Street                                   1 Los Angeles, CA                 0   3,223        4,196          0               0
North San Fernando Road, Building 1             1 Los Angeles, CA                 0   3,864        5,007          0               0
North San Fernando Road, Building 2             1 Los Angeles, CA                 0   3,416        4,658          0               0
North San Fernando Road, Building 3             1 Los Angeles, CA                 0   2,397        3,192          0               0
South Parco Street                              1 Ontario, CA                     0     792        2,930          0               0
East Cedar Street                               1 Ontario, CA                     0     884        3,322          0               0
East Vista Bella Way                            1 Rancho Dominguez, CA            0   1,403        4,460          0               0
West Manville Street                            1 Rancho Dominguez, CA            0   1,719        4,603          0               0
Alondra Boulevard                               1 La Mirada, CA                   0   2,422        9,433          0               0
Artesia Avenue, Building 1                      1 Fullerton, CA                   0   1,104        2,718          0               0
Artesia Avenue, Building 2                      1 Fullerton, CA                   0   1,034        2,887          0               0
Commonwealth Avenue                             1 Fullerton, CA                   0     979        2,066          0               0
East Howell Avenue, Building 1                  1 Anaheim, CA                     0   1,427        3,264          0               0
East Howell Avenue, Building 2                  1 Anaheim, CA                     0     506        1,116          0               0
Anza Drive, Building 2                          1 Valencia, CA                    0     190          498          0               0
Anza Drive, Building 3                          1 Valencia, CA                    0     202          563          0               0
Anza Drive, Building 1                          1 Valencia, CA                    0     279          614          0               0

<CAPTION>
                                         Gross Amount Carried
                                         as of June 30, 2002                                      Date                  Depreciable
                                         -----------------------
                                                   Buildings and                 Accumulated  Constructed or    Date        Lives
Property Name(s)                               Land Improvements    Total/(1)/  Depreciation    Renovated     Acquired    in Years
----------------                               ---- ------------    ----------  ------------    ---------     --------    --------
<S>                                      <C>        <C>             <C>         <C>           <C>             <C>         <C>
West Geneva Street, Building 2                 300           440         740             (6)       1981        12/07/01    10 - 40
West Geneva Street, Building 3                 320           547         867             (8)       1981        12/07/01    10 - 40
Deforest Circle                              1,630         6,860       8,490            (97)       1992        12/07/01    10 - 40
Santa Anita Avenue                           1,539         5,785       7,324            (82)       1988        12/07/01    10 - 40
South Rockfeller Avenue                      1,006         3,433       4,439            (49)       1986        12/07/01    10 - 40
Vintage Avenue                               2,185         7,816      10,001           (106)       1988        12/07/01    10 - 40
San Fernando Road                            3,298         9,621      12,919           (136)       1980        12/07/01    10 - 40
Rowland Street                               2,107         7,317       9,424           (104)       1998        12/07/01    10 - 40
Dahlia Street                                2,408         7,994      10,402           (113)       1989        12/07/01    10 - 40
North San Fernando Road, Building 7/(2)/     1,016             3       1,019             (0)       1994        12/07/01    10 - 40
East Dyer Road                              11,851         8,991      20,842           (127)    1954/1965      12/07/01    10 - 40
Parco Street                                   690         2,701       3,391            (38)       1999        12/07/01    10 - 40
Industry Circle                              2,177         4,071       6,248            (58)    1966/1973      12/07/01    10 - 40
East Santa Ana Street, Building 1              659         2,867       3,526            (41)       1989        12/07/01    10 - 40
East Santa Ana Street, Building 2              444         2,059       2,503            (29)       1990        12/07/01    10 - 40
Jersey Court                                   664         2,338       3,002            (33)       1989        12/07/01    10 - 40
12th Street                                    964         3,642       4,606            (52)       1990        12/07/01    10 - 40
West Rincon Street                           2,001         6,539       8,540            (93)       1986        12/07/01    10 - 40
Tyburn Street                                3,223         4,196       7,419            (59)       1965        12/07/01    10 - 40
North San Fernando Road, Building 1          3,864         5,007       8,871            (71)       1965        12/07/01    10 - 40
North San Fernando Road, Building 2          3,416         4,658       8,074            (66)       1965        12/07/01    10 - 40
North San Fernando Road, Building 3          2,397         3,192       5,589            (45)       1965        12/07/01    10 - 40
South Parco Street                             792         2,930       3,722            (42)       1999        12/07/01    10 - 40
East Cedar Street                              884         3,322       4,206            (47)       1999        12/07/01    10 - 40
East Vista Bella Way                         1,403         4,460       5,863            (63)       1973        12/07/01    10 - 40
West Manville Street                         1,719         4,603       6,322            (65)       1980        12/07/01    10 - 40
Alondra Boulevard                            2,422         9,433      11,855           (134)    1969/1975      12/07/01    10 - 40
Artesia Avenue, Building 1                   1,104         2,718       3,822            (39)       1991        12/07/01    10 - 40
Artesia Avenue, Building 2                   1,034         2,887       3,921            (41)       1991        12/07/01    10 - 40
Commonwealth Avenue                            979         2,066       3,045            (29)       1965        12/07/01    10 - 40
East Howell Avenue, Building 1               1,427         3,264       4,691            (46)       1968        12/07/01    10 - 40
East Howell Avenue, Building 2                 506         1,116       1,622            (16)       1991        12/07/01    10 - 40
Anza Drive, Building 2                         190           498         688             (7)       1990        12/07/01    10 - 40
Anza Drive, Building 3                         202           563         765             (8)       1990        12/07/01    10 - 40
Anza Drive, Building 1                         279           614         893             (9)       1990        12/07/01    10 - 40
</TABLE>

                                                                     (Continued)

                                       68

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
JUNE 30, 2002
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                            Cost Capitalized
                                                                                  Initial Cost     Subsequent to Acquisition
                                                                            --------------------- --------------------------
                                  Number of                                         Buildings and              Buildings and
Property Name(s)                  Buildings Location            Encumbrances    Land Improvements     Land      Improvements
----------------                  --------- --------            ------------    ---- ------------     ----      ------------
<S>                               <C>                           <C>             <C>  <C>              <C>        <C>
Royal Avenue                              1 Simi Valley, CA               0      496       1,543         0                52
Union Place, Building 1                   1 Simi Valley, CA               0      373       1,462         0                 0
Union Place, Building 2                   1 Simi Valley, CA               0      520       2,642         0                 0
North San Fernando Road, Building 4       1 Los Angeles, CA               0    1,484       5,065         0                 0
North San Fernando Road, Building 5       1 Los Angeles, CA               0    1,350       2,438         0                64
North San Fernando Road, Building 6       1 Los Angeles, CA               0    1,023       1,654         0                 0
Cabot Commerce Center                     1 Rancho Cucomonga, CA          0    1,043       3,106         0                15
Lassen Street                             1 Chatsworth, CA                0    3,013       5,782         0                 0
East 166th Street                         1 Cerritos, CA                  0      941       1,688         0                 0
Shoemaker Avenue, Building 1              1 Santa Fe Springs, CA          0      485       1,304         0                 0
Shoemaker Avenue, Building 2              1 Santa Fe Springs, CA          0      296         872         0                 0
Shoemaker Avenue, Building 3              1 Santa Fe Springs, CA          0      503       1,358         0                 0
Shoemaker Avenue, Building 4              1 Santa Fe Springs, CA          0      191         523         0                 0
Lincoln Way, Building 1                   1 Garden Grove, CA              0    1,360       2,666         0                 0
Lincoln Way, Building 2                   1 Garden Grove, CA              0    1,585       3,106         0                 2
Lincoln Way, Building 3                   1 Garden Grove, CA              0    1,888       3,006         0                 0
Lincoln Way, Building 4                   1 Garden Grove, CA              0    1,687       3,437         0                 0
Wilshire Avenue, Building 1               1 Santa Ana, CA                 0      529       1,026         0                 0
Wilshire Avenue, Building 2               1 Santa Ana, CA                 0      990       2,172         0                 0
Wilshire Avenue, Building 3               1 Santa Ana, CA                 0      688       1,606         0                 0
Connector Lane                            1 Huntington Beach, CA          0       70       3,092         0                 0
Altura Street                             1 Buena Park, CA                0      774       3,095         0                 0
Dornoch Court                             1 San Diego, CA                 0    1,753       8,547         0                 0
Newton Drive                              1 Carlsbad, CA                  0    5,127      10,511         0                 0
Airway Road, Building 1                   1 Otay Mesa, CA             1,910      628       2,205         0                 0
Airway Road, Building 2                   1 Otay Mesa, CA             2,987      595       3,958         0                 0
Kellogg Avenue                            1 Carlsbad, CA                  0    1,214       2,585         0                 0
Oak Ridge Way                             1 Vista, CA                     0    1,403       3,543         0                 0
Goldentop Road                            1 San Diego, CA                 0    3,278       5,262         0                 0
Aldergrove Avenue                         1 Escondido, CA                 0      948       2,494         0                 0
McLaughlin Avenue                         1 San Jose, CA                  0    4,070       8,266         0                 0
Cherry Street, Building 1                 1 Newark, CA                    0    5,210      11,198         0                 0
Cherry Street, Building 2                 1 Newark, CA                    0    4,133      11,426         0                 0
Cherry Street, Building 3                 1 Newark, CA                    0    3,133       6,944         0                 3

<CAPTION>
                                    Gross Amount Carried
                                    as of June 30,2002                                  Date                   Depreciable
                                    ---------------------
                                            Buildings and              Accumulated   Constructed or    Date      Lives
Property Name(s)                       Land Improvements   Total/(1)/  Depreciation     Renovated     Acquired   in Years
----------------                       ---- -------------  --------    ------------    ---------      --------   --------
<S>                                     <C>       <C>       <C>        <C>           <C>              <C>        <C>
Royal Avenue                            496       1,595     2,091              (22)       1988        12/07/01   10 - 40
Union Place, Building 1                 373       1,462     1,835              (21)       1985        12/07/01   10 - 40
Union Place, Building 2                 520       2,642     3,162              (37)       1987        12/07/01   10 - 40
North San Fernando Road, Building 4   1,484       5,065     6,549              (72)       1992        12/07/01   10 - 40
North San Fernando Road, Building 5   1,350       2,502     3,852              (36)       1992        12/07/01   10 - 40
North San Fernando Road, Building 6   1,023       1,654     2,677              (23)       1993        12/07/01   10 - 40
Cabot Commerce Center                 1,043       3,121     4,164              (44)       2001        12/07/01   10 - 40
Lassen Street                         3,013       5,782     8,795              (82)       1968        12/07/01   10 - 40
East 166th Street                       941       1,688     2,629              (24)       1978        12/07/01   10 - 40
Shoemaker Avenue, Building 1            485       1,304     1,789              (19)       1989        12/07/01   10 - 40
Shoemaker Avenue, Building 2            296         872     1,168              (12)       1989        12/07/01   10 - 40
Shoemaker Avenue, Building 3            503       1,358     1,861              (19)       1989        12/07/01   10 - 40
Shoemaker Avenue, Building 4            191         523       714               (7)       1989        12/07/01   10 - 40
Lincoln Way, Building 1               1,360       2,666     4,026              (38)       1983        12/07/01   10 - 40
Lincoln Way, Building 2               1,585       3,108     4,693              (44)       1986        12/07/01   10 - 40
Lincoln Way, Building 3               1,888       3,006     4,894              (43)       1983        12/07/01   10 - 40
Lincoln Way, Building 4               1,687       3,437     5,124              (49)       1983        12/07/01   10 - 40
Wilshire Avenue, Building 1             529       1,026     1,555              (15)       1986        12/07/01   10 - 40
Wilshire Avenue, Building 2             990       2,172     3,162              (31)       1986        12/07/01   10 - 40
Wilshire Avenue, Building 3             688       1,606     2,294              (23)       1986        12/07/01   10 - 40
Connector Lane                           70       3,092     3,162              (44)       1986        12/07/01   10 - 40
Altura Street                           774       3,095     3,869              (44)     1967/1988     12/07/01   10 - 40
Dornoch Court                         1,753       8,547    10,300             (121)       1988        12/07/01   10 - 40
Newton Drive                          5,127      10,511    15,638             (149)       1999        12/07/01   10 - 40
Airway Road, Building 1                 628       2,205     2,833              (31)       1996        12/07/01   10 - 40
Airway Road, Building 2                 595       3,958     4,553              (56)       1996        12/07/01   10 - 40
Kellogg Avenue                        1,214       2,585     3,799              (37)       1991        12/07/01   10 - 40
Oak Ridge Way                         1,403       3,543     4,946              (50)       1999        12/07/01   10 - 40
Goldentop Road                        3,278       5,262     8,540              (75)       1997        12/07/01   10 - 40
Aldergrove Avenue                       948       2,494     3,442              (35)       1996        12/07/01   10 - 40
McLaughlin Avenue                     4,070       8,266    12,336             (117)       1975        12/07/01   10 - 40
Cherry Street, Building 1             5,210      11,198    16,408             (159)       1990        12/07/01   10 - 40
Cherry Street, Building 2             4,133      11,426    15,559             (162)       1960        12/07/01   10 - 40
Cherry Street, Building 3             3,133       6,947    10,080              (98)       1990        12/07/01   10 - 40
</TABLE>

                                                                     (Continued)

                                       69

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
JUNE 30, 2002
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                                 Cost Capitalized
                                                                                       Initial Cost      Subsequent to Acquisition
                                                                                 ---------------------  --------------------------
                                       Number of                                        Buildings and               Buildings and
Property Name(s)                       Buildings  Location          Encumbrances   Land  Improvements         Land   Improvements
----------------                       ---------  --------          ------------   ----  ------------         ----   ------------
<S>                                    <C>        <C>               <C>            <C>   <C>                  <C>    <C>
Huntwood Avenue                                1  Hayward, CA                  0   1,154       5,133            0              0
Brisbane Industrial Park, Building 11          1  Brisbane, CA                 0   2,150       2,828            0             20
Brisbane Industrial Park, Building 3           1  Brisbane, CA                 0   1,205       2,028            0              0
Brisbane Industrial Park, Building 14          1  Brisbane, CA                 0     966       1,455            0              0
Brisbane Industrial Park, Building 4           1  Brisbane, CA                 0   1,479       2,880            0              0
Brisbane Industrial Park, Building 5           1  Brisbane, CA                 0   1,410       2,311            0              0
Brisbane Industrial Park, Building 9           1  Brisbane, CA                 0   1,877       4,027            0              0
Brisbane Industrial Park, Building 1           1  Brisbane, CA                 0   1,625       2,962            0              0
Brisbane Industrial Park, Building 13          1  Brisbane, CA                 0   2,047       3,409            0              0
Brisbane Industrial Park, Building 12          1  Brisbane, CA                 0   1,268       1,833            0              0
Brisbane Industrial Park, Building 10          1  Brisbane, CA                 0   3,377         220            0              0
Brisbane Industrial Park, Building 8           1  Brisbane, CA                 0     760       1,525            0              0
Brisbane Industrial Park, Building 2           1  Brisbane, CA                 0     878       1,671            0              0
Brisbane Industrial Park, Building 7           1  Brisbane, CA                 0   1,713       2,369            0              0
Brisbane Industrial Park, Building 6           1  Brisbane, CA                 0   1,205       2,894            0              0
Landstreet Road, Building 1                    1  Orlando, FL                  0   1,133      11,308            0              2
Kingspointe Parkway                            1  Orlando, FL                  0     586       2,870            0              0
Orlando Central Park, Building 2               1  Orlando, FL                  0   1,234       4,883            0              0
Orlando Central Park, Building 4               1  Orlando, FL                  0     966       3,877            1              7
Orlando Central Park, Building 5               1  Orlando, FL                  0   1,003       4,331            0              0
Orlando Central Park, Building 6               1  Orlando, FL                  0     850       3,641            0              0
Orlando Central Park, Building 1               1  Orlando, FL                  0   1,691       8,340            0              0
Orlando Central Park, Building 3               1  Orlando, FL                  0   2,276      11,646            0              0
Exchange Drive                                 1  Orlando, FL              2,449     445       4,052            0             17
Boggy Creek, Building 1                        1  Orlando, FL                  0     423       3,137            0              0
Boggy Creek, Building 2                        1  Orlando, FL                  0     398       3,317            0              1
Landstreet Road, Building 2                    1  Orlando, FL                  0     475       3,185            0              0
Landstreet Road, Building 3                    1  Orlando, FL                  0     316       2,641            0              0
Boggy Creek, Building 3                        1  Orlando, FL                  0     590       3,132            0              0
Boggy Creek, Building 4                        1  Orlando, FL                  0     396       2,255            0              0
North Andrews Avenue                           1  Pompano Beach, FL            0   2,180       7,519            0              9
Landstreet Road, Building 4                    1  Orlando, FL                  0     719       3,565            0              1
Northwest 70th Avenue, Building 1              1  Miami, FL                    0   4,813      10,585            0             61
Northwest 70th Avenue, Building 2              1  Miami, FL                    0   1,392       3,605            0             33

<CAPTION>
                                           Gross Amount Carried
                                           as of June 30, 2002                                    Date                  Depreciable
                                          ------------------------
                                                     Buildings and              Accumulated  Constructed or    Date       Lives
Property Name(s)                               Land   Improvements   Total/(1)/ Depreciation    Renovated    Acquired    in Years
----------------                               ----   ------------   ---------- ------------    ---------    --------    --------
<S>                                          <C>      <C>            <C>        <C>          <C>             <C>         <C>
Huntwood Avenue                              1,154          5,133        6,287          (73)      1982        12/07/01   10 - 40
Brisbane Industrial Park, Building 11        2,150          2,848        4,998          (40)      1968        12/07/01   10 - 40
Brisbane Industrial Park, Building 3         1,205          2,028        3,233          (29)    1969/1998     12/07/01   10 - 40
Brisbane Industrial Park, Building 14          966          1,455        2,421          (21)      1969        12/07/01   10 - 40
Brisbane Industrial Park, Building 4         1,479          2,880        4,359          (41)      1968        12/07/01   10 - 40
Brisbane Industrial Park, Building 5         1,410          2,311        3,721          (33)      1966        12/07/01   10 - 40
Brisbane Industrial Park, Building 9         1,877          4,027        5,904          (57)      1966        12/07/01   10 - 40
Brisbane Industrial Park, Building 1         1,625          2,962        4,587          (42)      1961        12/07/01   10 - 40
Brisbane Industrial Park, Building 13        2,047          3,409        5,456          (48)      1962        12/07/01   10 - 40
Brisbane Industrial Park, Building 12        1,268          1,833        3,101          (26)      1968        12/07/01   10 - 40
Brisbane Industrial Park, Building 10        3,377            220        3,597           (3)      1961        12/07/01   10 - 40
Brisbane Industrial Park, Building 8           760          1,525        2,285          (22)      1961        12/07/01   10 - 40
Brisbane Industrial Park, Building 2           878          1,671        2,549          (24)      1960        12/07/01   10 - 40
Brisbane Industrial Park, Building 7         1,713          2,369        4,082          (34)      1967        12/07/01   10 - 40
Brisbane Industrial Park, Building 6         1,205          2,894        4,099          (41)      1963        12/07/01   10 - 40
Landstreet Road, Building 1                  1,133         11,310       12,443         (160)      1997        12/07/01   10 - 40
Kingspointe Parkway                            586          2,870        3,456          (41)      1990        12/07/01   10 - 40
Orlando Central Park, Building 2             1,234          4,883        6,117          (69)    1992/1998     12/07/01   10 - 40
Orlando Central Park, Building 4               967          3,884        4,851          (55)    1984/1998     12/07/01   10 - 40
Orlando Central Park, Building 5             1,003          4,331        5,334          (61)    1985/1998     12/07/01   10 - 40
Orlando Central Park, Building 6               850          3,641        4,491          (52)    1986/1998     12/07/01   10 - 40
Orlando Central Park, Building 1             1,691          8,340       10,031         (118)      1988        12/07/01   10 - 40
Orlando Central Park, Building 3             2,276         11,646       13,922         (165)      1991        12/07/01   10 - 40
Exchange Drive                                 445          4,069        4,514          (58)    1999/1998     12/07/01   10 - 40
Boggy Creek, Building 1                        423          3,137        3,560          (45)      1992        12/07/01   10 - 40
Boggy Creek, Building 2                        398          3,318        3,716          (47)      1996        12/07/01   10 - 40
Landstreet Road, Building 2                    475          3,185        3,660          (45)      1997        12/07/01   10 - 40
Landstreet Road, Building 3                    316          2,641        2,957          (37)      1997        12/07/01   10 - 40
Boggy Creek, Building 3                        590          3,132        3,722          (44)      1998        12/07/01   10 - 40
Boggy Creek, Building 4                        396          2,255        2,651          (32)      1999        12/07/01   10 - 40
North Andrews Avenue                         2,180          7,528        9,708         (107)      1999        12/07/01   10 - 40
Landstreet Road, Building 4                    719          3,566        4,285          (51)      2000        12/07/01   10 - 40
Northwest 70th Avenue, Building 1            4,813         10,646       15,459         (150)      1977        12/07/01   10 - 40
Northwest 70th Avenue, Building 2            1,392          3,638        5,030          (51)    1972/1978     12/07/01   10 - 40
</TABLE>

                                                                     (Continued)

                                       70

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
JUNE 30, 2002
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                                    Cost Capitalized
                                                                                          Initial Cost     Subsequent to Acquisition
                                                                                     -------------------- --------------------------
                                        Number of                                           Buildings and              Buildings and
Property Name(s)                        Buildings Location             Encumbrances     Land Improvements       Land    Improvements
----------------                        --------- --------             ------------     ---- ------------       ----    ------------
<S>                                     <C>       <C>                  <C>           <C>     <C>                <C>    <C>
Cabot - Northpoint, Building 1                  1 West Palm Beach, FL             0     615        2,601          0               14
Highway 316                                     1 Dacula, GA                      0   1,016        8,366          0                3
Westgate Parkway                                1 Atlanta, GA                     0   1,545        4,880          0                7
Evergreen Boulevard, Building 1                 1 Duluth, GA                      0   2,084        6,380          0                7
Atlanta Industrial Drive                        1 Atlanta, GA                 2,796   1,155        3,475          0               53
Westpark Drive, Building 1                      1 Atlanta, GA                     0     823        4,605          0                0
Westpark Drive, Building 2                      1 Atlanta, GA                     0     609        2,655          0                0
Williams Drive, Building 1                      1 Marietta, GA                1,528     720        3,076          0               19
Williams Drive, Building 2                      1 Marietta, GA                2,004     399        2,743          0               25
Williams Drive, Building 3                      1 Marietta, GA                1,237     386        2,092          0               15
Northmont Parkway, Building 2                   1 Duluth, GA                      0   2,028        5,804          0                6
Evergreen Building, Building 2                  1 Duluth, GA                      0   1,682        4,263          0                6
Northmont Parkway, Building 1                   1 Duluth, GA                      0   1,485        4,787          0               47
Northmont Parkway, Building 3                   1 Duluth, GA                      0   1,031        2,997          0                4
Northmont Parkway, Building 5                   1 Duluth, GA                      0   2,500        5,026          0                6
Summit Ridge Parkway, Building 1                1 Duluth, GA                      0   1,433        4,397          0                0
Summit Ridge Parkway, Building 2                1 Duluth, GA                      0   1,478        5,021          0                0
Summit Ridge Parkway, Building 3                1 Duluth, GA                      0     730        2,537          0                0
Buford Highway                                  1 Duluth, GA                      0   1,584        5,856          0                0
Cobb International Place, Building 1            1 Kennesaw, GA                    0     326        2,000          0                0
Cobb International Place, Building 2            1 Kennesaw, GA                    0     350        2,286          0                0
South Royal Drive, Building 1                   1 Tucker, GA                      0     515        1,655          0                1
South Royal Drive, Building 2                   1 Tucker, GA                      0     270        1,441          2               11
South Royal Drive, Building 3                   1 Tucker, GA                      0     334        1,245          0                1
Town Park Drive, Building 1                     1 Kennesaw, GA                2,364     574        2,885          0                0
Town Park Drive, Building 2                     1 Kennesaw, GA                1,783     588        2,191          0                3
Breckenridge                                    1 Duluth, GA                      0     932        3,402          0                0
Highlands Parkway                               1 Smyrna, GA                      0   2,877        8,799          0                0
Northmont Parkway, Building 4                   1 Duluth, GA                      0   1,257        1,700          0                2
North State Road #9                             1 Howe, IN                        0     234        6,505          0                0
Holton Drive                                    1 Independence, KY                0   2,188        8,723          0               20
International Way                               1 Hebron, KY                      0     614        4,685          1                2
Kentucky Drive, Building 1                      1 Florence, KY                    0     750        5,056          0                6
Empire Drive, Building 3                        1 Florence, KY                    0     371        2,382          0               31

<CAPTION>
                                         Gross Amount Carried
                                         as of June 30, 2002                                      Date                  Depreciable
                                         -----------------------
                                                   Buildings and                 Accumulated  Constructed or    Date        Lives
Property Name(s)                               Land Improvements    Total/(1)/  Depreciation    Renovated     Acquired    in Years
----------------                               ---- ------------    ----------  ------------    ---------     --------    --------
<S>                                            <C>         <C>         <C>             <C>         <C>         <C>         <C>
Cabot - Northpoint, Building 1                 615         2,615       3,230           (37)        2001        12/07/01    10 - 40
Highway 316                                  1,016         8,369       9,385          (119)        1989        12/07/01    10 - 40
Westgate Parkway                             1,545         4,887       6,432           (69)        1988        12/07/01    10 - 40
Evergreen Boulevard, Building 1              2,084         6,387       8,471           (91)        1999        12/07/01    10 - 40
Atlanta Industrial Drive                     1,155         3,528       4,683           (50)        1986        12/07/01    10 - 40
Westpark Drive, Building 1                     823         4,605       5,428           (65)        1981        12/07/01    10 - 40
Westpark Drive, Building 2                     609         2,655       3,264           (38)        1981        12/07/01    10 - 40
Williams Drive, Building 1                     720         3,095       3,815           (44)        1987        12/07/01    10 - 40
Williams Drive, Building 2                     399         2,768       3,167           (39)        1987        12/07/01    10 - 40
Williams Drive, Building 3                     386         2,107       2,493           (30)        1987        12/07/01    10 - 40
Northmont Parkway, Building 2                2,028         5,810       7,838           (82)        1999        12/07/01    10 - 40
Evergreen Building, Building 2               1,682         4,269       5,951           (61)        1999        12/07/01    10 - 40
Northmont Parkway, Building 1                1,485         4,834       6,319           (68)        1998        12/07/01    10 - 40
Northmont Parkway, Building 3                1,031         3,001       4,032           (43)        2000        12/07/01    10 - 40
Northmont Parkway, Building 5                2,500         5,032       7,532           (71)        2000        12/07/01    10 - 40
Summit Ridge Parkway, Building 1             1,433         4,397       5,830           (62)        1997        12/07/01    10 - 40
Summit Ridge Parkway, Building 2             1,478         5,021       6,499           (71)        1995        12/07/01    10 - 40
Summit Ridge Parkway, Building 3               730         2,537       3,267           (36)        1996        12/07/01    10 - 40
Buford Highway                               1,584         5,856       7,440           (83)        1995        12/07/01    10 - 40
Cobb International Place, Building 1           326         2,000       2,326           (29)        1996        12/07/01    10 - 40
Cobb International Place, Building 2           350         2,286       2,636           (32)        1996        12/07/01    10 - 40
South Royal Drive, Building 1                  515         1,656       2,171           (23)        1987        12/07/01    10 - 40
South Royal Drive, Building 2                  272         1,452       1,724           (21)        1987        12/07/01    10 - 40
South Royal Drive, Building 3                  334         1,246       1,580           (18)        1989        12/07/01    10 - 40
Town Park Drive, Building 1                    574         2,885       3,459           (41)        1995        12/07/01    10 - 40
Town Park Drive, Building 2                    588         2,194       2,782           (31)        1995        12/07/01    10 - 40
Breckenridge                                   932         3,402       4,334           (48)        1999        12/07/01    10 - 40
Highlands Parkway                            2,877         8,799      11,676          (125)        1997        12/07/01    10 - 40
Northmont Parkway, Building 4                1,257         1,702       2,959           (24)        1998        12/07/01    10 - 40
North State Road #9                            234         6,505       6,739           (92)        1988        12/07/01    10 - 40
Holton Drive                                 2,188         8,743      10,931          (124)        1996        12/07/01    10 - 40
International Way                              615         4,687       5,302           (66)        1990        12/07/01    10 - 40
Kentucky Drive, Building 1                     750         5,062       5,812           (72)        1998        12/07/01    10 - 40
Empire Drive, Building 3                       371         2,413       2,784           (34)        1991        12/07/01    10 - 40
</TABLE>

                                                                     (Continued)

                                       71

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
JUNE 30, 2002
-------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                               Cost Capitalized
                                                                                      Initial Cost    Subsequent to Acquisition
                                                                               ---------------------- -------------------------
                                    Number of                                           Buildings and             Buildings and
Property Name(s)                     Buildings  Location       Encumbrances       Land  Improvements      Land     Improvements
----------------                      -------- ---------        ------------      ----  -------------     ----    -------------
<S>                                  <C>     <C>               <C>                <C>   <C>               <C>     <C>
Spiral Drive, Building 1                     1 Florence, KY             0         177          2,087        0                3
Spiral Drive, Building 2                     1 Florence, KY             0         220          2,629        0               22
Building J, Airport Exchange Drive           1 Erlanger, KY         2,880         629          3,265        0                0
Foundation Drive, Building 1                 1 Elsmere, KY              0         177            807        0                3
Foundation Drive, Building 2                 1 Elsmere, KY              0         383          2,370        0               15
Foundation Drive, Building 3                 1 Elsmere, KY              0         185            223        0                0
Kentucky Drive, Building 2                   1 Florence, KY             0         544          2,975        0               52
Power Line Drive                             1 Elsmere, KY              0          63            248        0                0
Foundation Drive, Building 4                 1 Elsmere, KY              0          72            377        0                0
Foundation Drive, Building 5                 1 Florence, KY             0          72            372        0                0
Foundation Drive, Building 6                 1 Elsmere, KY              0         101            618        0                0
Foundation Drive, Building 7                 1 Elsmere, KY              0          95            441        0                0
Foundation Drive, Building 8                 1 Elsmere, KY              0         153            398        0                0
Empire Drive, Building 1                     1 Florence, KY             0         445          1,345        0               14
Empire Drive, Building 2                     1 Florence, KY             0         448          1,346        0               16
Jamike Drive, Building 1                     1 Erlanger, KY             0         170            428        0                0
Jamike Drive, Building 2                     1 Erlanger, KY             0         434            901        0                0
Jamike Drive, Building 3                     1 Erlanger, KY             0         467          1,432        5               20
Jamike Drive, Building 4                     1 Erlanger, KY             0         305          1,391        0                0
Jamike Drive, Building 5                     1 Erlanger, KY             0         154            994        0                0
Jamike Drive, Building 6                     1 Erlanger, KY             0         170            935        0                0
Jamike Drive, Building 7                     1 Erlanger, KY             0         161            984        0                1
Turfway Road, Building 1                     1 Erlanger, KY           630         378          1,114        1                4
Turfway Road, Building 2                     1 Erlanger, KY           784         388          1,406        0                0
Turfway Road, Building 3                     1 Erlanger, KY           843         316          1,213        0                0
Kenwood Circle                               1 Franklin, MA             0       1,406          7,973        0                0
Progress Road, Building 1                    1 Billerica, MA            0         892          3,238        0                0
Progress Road, Building 2                    1 Billerica, MA            0         909          3,986        0                0
Sunnyslope Avenue                            1 Tewksbury, MA            0         998          8,144        0                0
South Street                                 1 Hopkinton, MA            0         972          3,143        0                0
John Hancock Road                            1 Taunton, MA          1,320         214          1,622        0                0
Technology Drive                             1 Auburn, MA               0         825          1,619        0                0
Oceano Avenue                                1 Jessup, MD               0       1,449          7,066        0                0
Tar Bay Drive                                1 Jessup, MD               0       1,433          6,785        0                0

<CAPTION>
                                       Gross Amount Carried
                                       as of June 30, 2002                                  Date                 Depreciable
                                       --------------------
                                              Buildings and              Accumulated    Constructed or    Date      Lives
Property Name(s)                         Land  Improvements  Total/(1)/ Depreciation      Renovated     Acquired  in Years
----------------                         ---- -------------  ---------- ------------      ---------     --------  --------
<S>                                      <C>  <C>            <C>        <C>             <C>            <C>        <C>
Spiral Drive, Building 1                 177          2,090     2,267          (30)        1988        12/07/01     10-40
Spiral Drive, Building 2                 220          2,651     2,871          (38)        1989        12/07/01     10-40
Building J, Airport Exchange Drive       629          3,265     3,894          (46)        1997        12/07/01     10-40
Foundation Drive, Building 1             177            810       987          (11)        1983        12/07/01     10-40
Foundation Drive, Building 2             383          2,385     2,768          (34)      1983/1985     12/07/01     10-40
Foundation Drive, Building 3             185            223       408           (3)        1990        12/07/01     10-40
Kentucky Drive, Building 2               544          3,027     3,571          (42)        1991        12/07/01     10-40
Power Line Drive                          63            248       311           (4)        1994        12/07/01     10-40
Foundation Drive, Building 4              72            377       449           (5)        1983        12/07/01     10-40
Foundation Drive, Building 5              72            372       444           (5)        1983        12/07/01     10-40
Foundation Drive, Building 6             101            618       719           (9)        1984        12/07/01     10-40
Foundation Drive, Building 7              95            441       536           (6)        1984        12/07/01     10-40
Foundation Drive, Building 8             153            398       551           (6)        1984        12/07/01     10-40
Empire Drive, Building 1                 445          1,359     1,804          (19)        1990        12/07/01     10-40
Empire Drive, Building 2                 448          1,362     1,810          (19)        1990        12/07/01     10-40
Jamike Drive, Building 1                 170            428       598           (6)        1986        12/07/01     10-40
Jamike Drive, Building 2                 434            901     1,335          (13)        1986        12/07/01     10-40
Jamike Drive, Building 3                 472          1,452     1,924          (21)        1986        12/07/01     10-40
Jamike Drive, Building 4                 305          1,391     1,696          (20)        1988        12/07/01     10-40
Jamike Drive, Building 5                 154            994     1,148          (14)        1985        12/07/01     10-40
Jamike Drive, Building 6                 170            935     1,105          (13)        1985        12/07/01     10-40
Jamike Drive, Building 7                 161            985     1,146          (14)        1985        12/07/01     10-40
Turfway Road, Building 1                 379          1,118     1,497          (16)        1990        12/07/01     10-40
Turfway Road, Building 2                 388          1,406     1,794          (20)        1990        12/07/01     10-40
Turfway Road, Building 3                 316          1,213     1,529          (17)        1996        12/07/01     10-40
Kenwood Circle                         1,406          7,973     9,379         (113)        1987        12/07/01     10-40
Progress Road, Building 1                892          3,238     4,130          (46)        1988        12/07/01     10-40
Progress Road, Building 2                909          3,986     4,895          (57)        1988        12/07/01     10-40
Sunnyslope Avenue                        998          8,144     9,142         (115)        1987        12/07/01     10-40
South Street                             972          3,143     4,115          (45)        1987        12/07/01     10-40
John Hancock Road                        214          1,622     1,836          (23)        1986        12/07/01     10-40
Technology Drive                         825          1,619     2,444          (23)        1973        12/07/01     10-40
Oceano Avenue                          1,449          7,066     8,515         (100)        1987        12/07/01     10-40
Tar Bay Drive                          1,433          6,785     8,218          (96)        1990        12/07/01     10-40
</TABLE>

                                                                     (Continued)

                                       72

<PAGE>
CABOT INDUSTRIAL PROPERTIES, L.P.

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
JUNE 30, 2002
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                                Cost Capitalized
                                                                                      Initial Cost     Subsequent to Acquisition
                                                                              ----------------------  --------------------------
                                    Number of                                          Buildings and               Buildings and
Property Name(s)                     Buildings Location            Encumbrances   Land  Improvements   Land         Improvements
---------------                      --------- --------            ------------   ---- -------------   ----        -------------
<S>                                 <C>        <C>                 <C>           <C>   <C>             <C>         <C>
Port Capital Drive                           1 Jessup, MD                 380    1,017        4,759       0                    3
Greenwood Place                              1 Savage, MD                   0      702        3,326       0                    0
Bollman Place                                1 Savage, MD                   0    1,118        4,124       0                    0
Stayton Drive                                1 Jessup, MD                   0    1,106        4,043       0                    0
The Crysen Center, Building 1                1 Jessup, MD                   0      767        3,788       0                    0
The Crysen Center, Building 2                1 Jessup, MD                   0    1,038        3,513       0                    0
Guilford Road                                1 Annapolis Junctin, MD        0    1,351        5,758       0                   10
Bristol Court                                1 Jessup, MD                   0      896        3,645       2                    8
West Nursery Road, Building 1                1 Linthicum, MD            1,417      520        3,221       0                    0
West Nursery Road, Building 2                1 Linthicum, MD            1,613      492        3,762       0                    0
Fontana Lane, Building 1                     1 Baltimore, MD            1,978      431        2,646       0                    1
Fontana Lane, Building 2                     1 Baltimore, MD            2,829      595        4,465       0                    4
Corporate Boulevard, Building 1              1 Linthicum Heights, MD        0    1,971        6,205       0                    0
Corporate Boulevard, Building 2              1 Linthicum Heights, MD        0    1,504        4,702       0                    0
Guilford Road, Building 3                    1 Columbia, MD                 0    1,624        4,856       0                    0
Bristol Court, Bldg. 2                       1 Jessup, MD                   0      621        2,490       0                    0
Woodale Drive, Building 1                    1 Mounds View, MN          2,519      527        3,334       0                    0
Trenton Lane                                 1 Plymouth, MN             3,361    1,693        5,478       0                    1
Lexington Avenue                             1 Eagan, MN                3,695    1,642        6,477       0                   37
Woodale Drive, Building 2                    1 Mounds View, MN          2,319      538        3,329       0                    0
Woodale Drive, Building 3                    1 Mounds View, MN          5,039    1,172        7,224       0                    0
Woodale Drive, Building 4                    1 Mounds View, MN          1,392      272        1,686       0                    0
Cahill Road                                  1 Edina, MN                1,214      672        2,122       0                    0
Monticello Lane                              1 Maple Grove, MN            893      268        1,443       0                    0
West 82nd Street                             1 Bloomington, MN              0    1,088        3,042       0                    0
Reames Road                                  1 Charlotte, NC                0      379        3,136       0                    0
Westinghouse Blvd., Building 3               1 Charlotte, NC                0      876        5,293       0                    0
Nations Ford Road                            1 Charlotte, NC                0    1,955        7,324       0                    1
Cordage Street                               1 Charlotte, NC                0      605        2,920       0                    0
Brookford Street                             1 Charlotte, NC            2,107      529        3,545       0                   14
Westinghouse Boulevard, Building 1           1 Charlotte, NC            2,093      471        3,903       0                    0
Westinghouse Boulevard, Building 2           1 Charlotte, NC                0      443        3,024       0                    0
Westinghouse Boulevard, Building 4           1 Charlotte, NC                0      651        4,601       0                    0
Old Charlotte Highway                        1 Monroe, NC                   0      614        2,497       0                    9

<CAPTION>
                                     Gross Amount Carried
                                     as of June 30,2002                                       Date                   Depreciable
                                     ------------------------
                                               Buildings and                Accumulated Constructed or   Date          Lives
Property Name(s)                          Land  Improvements   Total/(1)/  Depreciation    Renovated    Acquired      in Years
----------------                          ----  -------------  ----------  ------------    ---------    --------      --------
<S>                                  <C>       <C>             <C>         <C>          <C>             <C>          <C>
Port Capital Drive                       1,017         4,762      5,779            (68)      1974        12/07/01      10 - 40
Greenwood Place                            702         3,326      4,028            (47)      1985        12/07/01      10 - 40
Bollman Place                            1,118         4,124      5,242            (58)      1985        12/07/01      10 - 40
Stayton Drive                            1,106         4,043      5,149            (57)      1985        12/07/01      10 - 40
The Crysen Center, Building 1              767         3,788      4,555            (54)      1985        12/07/01      10 - 40
The Crysen Center, Building 2            1,038         3,513      4,551            (50)      1985        12/07/01      10 - 40
Guilford Road                            1,351         5,768      7,119            (82)      1989        12/07/01      10 - 40
Bristol Court                              898         3,653      4,551            (52)      1987        12/07/01      10 - 40
West Nursery Road, Building 1              520         3,221      3,741            (46)      1990        12/07/01      10 - 40
West Nursery Road, Building 2              492         3,762      4,254            (53)      1990        12/07/01      10 - 40
Fontana Lane, Building 1                   431         2,647      3,078            (38)      1988        12/07/01      10 - 40
Fontana Lane, Building 2                   595         4,469      5,064            (63)      1988        12/07/01      10 - 40
Corporate Boulevard, Building 1          1,971         6,205      8,176            (88)      1999        12/07/01      10 - 40
Corporate Boulevard, Building 2          1,504         4,702      6,206            (67)      1999        12/07/01      10 - 40
Guilford Road, Building 3                1,624         4,856      6,480            (69)      1999        12/07/01      10 - 40
Bristol Court, Bldg. 2                     621         2,490      3,111            (35)      1986        12/07/01      10 - 40
Woodale Drive, Building 1                  527         3,334      3,861            (47)      1992        12/07/01      10 - 40
Trenton Lane                             1,693         5,479      7,172            (78)      1994        12/07/01      10 - 40
Lexington Avenue                         1,642         6,514      8,156            (92)    1979/1994     12/07/01      10 - 40
Woodale Drive, Building 2                  538         3,329      3,867            (47)      1989        12/07/01      10 - 40
Woodale Drive, Building 3                1,172         7,224      8,396           (102)      1990        12/07/01      10 - 40
Woodale Drive, Building 4                  272         1,686      1,958            (24)      1992        12/07/01      10 - 40
Cahill Road                                672         2,122      2,794            (30)      1979        12/07/01      10 - 40
Monticello Lane                            268         1,443      1,711            (20)      1986        12/07/01      10 - 40
West 82nd Street                         1,088         3,042      4,130            (43)      1967        12/07/01      10 - 40
Reames Road                                379         3,136      3,515            (44)      1994        12/07/01      10 - 40
Westinghouse Blvd., Building 3             876         5,293      6,169            (75)      1994        12/07/01      10 - 40
Nations Ford Road                        1,955         7,325      9,280           (104)      1999        12/07/01      10 - 40
Cordage Street                             605         2,920      3,525            (41)      1981        12/07/01      10 - 40
Brookford Street                           529         3,559      4,088            (51)    1984/1999     12/07/01      10 - 40
Westinghouse Boulevard, Building 1         471         3,903      4,374            (55)      1994        12/07/01      10 - 40
Westinghouse Boulevard, Building 2         443         3,024      3,467            (43)      1992        12/07/01      10 - 40
Westinghouse Boulevard, Building 4         651         4,601      5,252            (65)      1988        12/07/01      10 - 40
Old Charlotte Highway                      614         2,506      3,120            (36)    1957/1972     12/07/01      10 - 40

                                                                                                                     (Continued)
</TABLE>

                                       73

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
JUNE 30, 2002
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                              Cost Capitalized
                                                                                Initial Cost          Subsequent to Acquisition
                                                                          ----------------------     --------------------------
                                  Number of                                        Buildings and               Buildings and
Property Name(s)                  Buildings Location          Encumbrances   Land   Improvements       Land     Improvements
----------------                  --------- --------          ------------   ----   ------------       ----    -------------
<S>                               <C>       <C>               <C>            <C>    <C>              <C>      <C>
Airport Road                              1 Monroe, NC                   0      527       4,673           0               42
Woodpark Boulevard, Building 1            1 Charlotte, NC                0      223       1,575           0               19
Woodpark Boulevard, Building 2            1 Charlotte, NC                0      219       1,374           0                3
Woodpark Boulevard, Building 3            1 Charlotte, NC                0      361       1,781           0                0
Commerce Boulevard                        1 Charlotte, NC                0      412       2,231           0                0
North I-85 Service Road                   1 Charlotte, NC                0      363       2,085           0                0
Equity Drive, Building 1                  1 Columbus, OH                 0      851       3,841           0               11
Westbelt Drive, Building 2                1 Columbus, OH                 0      664       4,114           0              316
Dividend Drive                            1 Columbus, OH                 0      297       2,825           0                0
International Street                      1 Columbus, OH                 0      428       2,223           0                0
Port Road, Building 1                     1 Franklin County, OH          0      647       5,063           0                0
Port Road, Building 2                     1 Franklin County, OH          0      459       3,446           0                0
Twin Creek Drive                          1 Columbus, OH                 0      632       3,219           0                7
Westbelt Drive, Building 1                1 Columbus, OH                 0      975       7,489           0                0
Equity Drive, Building 2                  1 Columbus, OH                 0      974       4,138           0                0
International Road, Building 1            1 Cincinnati, OH           2,959    1,073       4,148           0                0
International Road, Building 2            1 Cincinnati, OH           4,629      853       5,163           0                1
Lake Forest Drive, Building 1             1 Blue Ash, OH                 0    1,143       5,477           0                4
Lake Forest Drive, Building 2             1 Blue Ash, OH                 0    1,036       3,813           0               30
Kenwood Road, Building 1                  1 Blue Ash, OH                 0      525       2,075           0                3
Kenwood Road, Building 2                  1 Blue Ash, OH                 0      638       2,472           0                0
Kenwood Road, Building 3                  1 Blue Ash, OH                 0      463       1,832           0                0
Kenwood Road, Building 4                  1 Blue Ash, OH                 0      443       1,750           0                0
Kenwood Road, Building 5                  1 Blue Ash, OH                 0      405       1,940           0                0
Kenwood Road, Building 6                  1 Blue Ash, OH                 0      416       1,803           0                2
Kenwood Road, Building 7                  1 Blue Ash, OH                 0      409       1,732           0                0
Creek Road                                1 Blue Ash, OH                 0    1,339       4,253           0                9
Commerce Boulevard                        1 Loveland, OH                 0      364       1,140           0                6
Brackbill Boulevard, Building 1           1 Mechanicsburg, PA        2,647    1,804       7,714           0                0
Brackbill Boulevard, Building 2           1 Mechanicsburg, PA        2,755    1,884       6,875           0                0
Cumberland Parkway                        1 Harrisburg, PA               0    1,719      10,620           0                0
Fulling Mill Road                         1 Harrisburg, PA               0    1,577       5,561           0                0
Ritter Road                               1 Mechanicsburg, PA        1,200      308       1,861           0                0
Marine Drive                              1 Rock Hill, SC                0    1,212      12,678           0                0

<CAPTION>
                                   Gross Amount Carried
                                   as of June 30, 2002                                        Date                Depreciable
                                   --------------------
                                          Buildings and                   Accumulated    Constructed or    Date      Lives
Property Name(s)                    Land  Improvements       Total/(1)/  Depreciation     Renovated     Acquired    in Years
----------------                    ----  -------------     -----------  ------------     ---------     --------    --------
<S>                                <C>    <C>               <C>          <C>              <C>           <C>         <C>
Airport Road                         527         4,715        5,242               (67)    1972/1999     12/07/01    10 - 40
Woodpark Boulevard, Building 1       223         1,594        1,817               (23)      1985        12/07/01    10 - 40
Woodpark Boulevard, Building 2       219         1,377        1,596               (20)      1986        12/07/01    10 - 40
Woodpark Boulevard, Building 3       361         1,781        2,142               (25)      1987        12/07/01    10 - 40
Commerce Boulevard                   412         2,231        2,643               (32)      1988        12/07/01    10 - 40
North I-85 Service Road              363         2,085        2,448               (30)      1988        12/07/01    10 - 40
Equity Drive, Building 1             851         3,852        4,703               (55)      1980        12/07/01    10 - 40
Westbelt Drive, Building 2           664         4,430        5,094               (60)      1980        12/07/01    10 - 40
Dividend Drive                       297         2,825        3,122               (40)      1980        12/07/01    10 - 40
International Street                 428         2,223        2,651               (32)      1988        12/07/01    10 - 40
Port Road, Building 1                647         5,063        5,710               (72)      1995        12/07/01    10 - 40
Port Road, Building 2                459         3,446        3,905               (49)      1995        12/07/01    10 - 40
Twin Creek Drive                     632         3,226        3,858               (46)      1989        12/07/01    10 - 40
Westbelt Drive, Building 1           975         7,489        8,464              (106)      1980        12/07/01    10 - 40
Equity Drive, Building 2             974         4,138        5,112               (59)    1980/1999     12/07/01    10 - 40
International Road, Building 1     1,073         4,148        5,221               (59)      1990        12/07/01    10 - 40
International Road, Building 2       853         5,164        6,017               (73)      1990        12/07/01    10 - 40
Lake Forest Drive, Building 1      1,143         5,481        6,624               (78)      1978        12/07/01    10 - 40
Lake Forest Drive, Building 2      1,036         3,843        4,879               (54)      1979        12/07/01    10 - 40
Kenwood Road, Building 1             525         2,078        2,603               (29)      1965        12/07/01    10 - 40
Kenwood Road, Building 2             638         2,472        3,110               (35)      1975        12/07/01    10 - 40
Kenwood Road, Building 3             463         1,832        2,295               (26)      1964        12/07/01    10 - 40
Kenwood Road, Building 4             443         1,750        2,193               (25)      1969        12/07/01    10 - 40
Kenwood Road, Building 5             405         1,940        2,345               (28)      1970        12/07/01    10 - 40
Kenwood Road, Building 6             416         1,805        2,221               (26)      1971        12/07/01    10 - 40
Kenwood Road, Building 7             409         1,732        2,141               (25)      1973        12/07/01    10 - 40
Creek Road                         1,339         4,262        5,601               (60)      1983        12/07/01    10 - 40
Commerce Boulevard                   364         1,146        1,510               (16)      1989        12/07/01    10 - 40
Brackbill Boulevard, Building 1    1,804         7,714        9,518              (109)    1984/1988     12/07/01    10 - 40
Brackbill Boulevard, Building 2    1,884         6,875        8,759               (97)    1986/1988     12/07/01    10 - 40
Cumberland Parkway                 1,719        10,620       12,339              (151)      1992        12/07/01    10 - 40
Fulling Mill Road                  1,577         5,561        7,138               (79)      1999        12/07/01    10 - 40
Ritter Road                          308         1,861        2,169               (26)      1986        12/07/01    10 - 40
Marine Drive                       1,212        12,678       13,890              (180)      1997        12/07/01    10 - 40
</TABLE>
                                                                   (Continued)

                                       74

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
JUNE 30, 2002
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                              Cost Capitalized
                                                                                Initial Cost          Subsequent to Acquisition
                                                                          ----------------------     --------------------------
                                  Number of                                        Buildings and               Buildings and
Property Name(s)                  Buildings Location          Encumbrances   Land   Improvements       Land     Improvements
----------------                  --------- --------          ------------   ----   ------------       ----    -------------
<S>                               <C>       <C>               <C>            <C>    <C>              <C>      <C>
Pilot Drive                               1 Memphis, TN                 0   1,349       6,384             0               0
Airline Drive, Building 2                 1 Coppell, TX             3,133     835       4,610             0               0
DFW Trade Center, Building 1              1 Grapevine, TX               0   2,327      15,972            22             149
DFW Trade Center, Building 2              1 Grapevine, TX               0   1,849      12,427             0               0
Luna Road                                 1 Carrollton, TX              0   1,008       6,079             0               0
Patriot Drive, Building 1                 1 Grapevine, TX               0     526       4,675             0               0
Patriot Drive, Building 2                 1 Grapevine, TX               0   1,762      15,675             0               0
113th Street                              1 Arlington, TX               0     520       2,131             0               4
Airline Drive ,Building 1                 1 Coppell, TX                 0     355       2,488             0               0
North Lake Drive                          1 Coppell, TX                 0   1,408       6,078             0              46
10th Street, Building 1                   1 Plano, TX               2,637   1,017       3,684             1               1
10th Street, Building 2                   1 Plano, TX               2,662     977       4,140             0               0
Regency Crest Drive                       1 Dallas, TX                  0     887       5,486             0               0
Diplomat Drive, Building 2                1 Farmers Branch, TX      2,350     511       3,350             0               0
Hillguard Road, Building 1                1 Dallas, TX                  0     293       1,645             0               0
Hillguard Road, Building 2                1 Dallas, TX                  0     228       2,345             0               0
Hillguard Road, Building 3                1 Dallas, TX                  0   1,104       3,675             0               0
East Plano Parkway, Building 2            1 Plano, TX               7,754   1,207       8,624             0               0
DFW Trade Center, Building 3              1 Grapevine, TX               0   1,001      16,997             0               0
Diplomat Drive, Building 1                1 Farmers Branch, TX          0     137       3,075             0               1
Bradley Lane                              1 Carrollton, TX              0     260       1,933             0               0
Avenue F                                  1 Plano, TX                   0     906       6,174             2              12
Shiloh Road                               1 Plano, TX               3,110     653       3,752             0               0
East Collins Boulevard                    1 Richardson, TX              0   1,372       2,171             0               0
CABOT SIX FLAGS                           1 Arlington, TX               0     654       4,016             0               0
Capital Avenue, Building 1                1 Plano, TX               1,462     413       2,406             0              19
Capital Avenue, Building 2                1 Plano, TX               1,462     416       2,418             0              20
East Plano Parkway, Building 3            1 Plano, TX                   0     820       4,190             0               0
East Plano Parkway, Building 4            1 Plano, TX                   0     799       3,739             0               0
East Plano Parkway, Building 5            1 Plano, TX                   0     813       3,929             0               0
Summit Avenue                             1 Plano, TX                   0   1,078       6,672             0               0
Jefferson Davis/(2)/                      0 Alexandria, VA              0   2,189          18             0               0
Jefferson Davis/(2)/                      0 Alexandria, VA              0   1,568          13             0               0
Swann Street/(2)/                         0 Alexandria, VA              0   1,818       8,175             0               0

<CAPTION>
                                      Gross Amount Carried
                                      as of June 30, 2002                                        Date                Depreciable
                                      --------------------
                                             Buildings and                   Accumulated    Constructed or    Date      Lives
Property Name(s)                       Land  Improvements       Total/(1)/  Depreciation     Renovated     Acquired    in Years
----------------                       ----  -------------     -----------  ------------     ---------     --------    --------
<S>                                   <C>    <C>               <C>          <C>              <C>           <C>         <C>
Pilot Drive                            1,349         6,384        7,733               (91)       1987       12/07/01    10 - 40
Airline Drive, Building 2                835         4,610        5,445               (65)       1990       12/07/01    10 - 40
DFW Trade Center, Building 1           2,349        16,121       18,470              (229)       1996       12/07/01    10 - 40
DFW Trade Center, Building 2           1,849        12,427       14,276              (176)       1997       12/07/01    10 - 40
Luna Road                              1,008         6,079        7,087               (86)       1996       12/07/01    10 - 40
Patriot Drive, Building 1                526         4,675        5,201               (66)       1997       12/07/01    10 - 40
Patriot Drive, Building 2              1,762        15,675       17,437              (222)       1997       12/07/01    10 - 40
113th Street                             520         2,135        2,655               (30)       1979       12/07/01    10 - 40
Airline Drive ,Building 1                355         2,488        2,843               (35)       1991       12/07/01    10 - 40
North Lake Drive                       1,408         6,124        7,532               (86)       1982       12/07/01    10 - 40
10th Street, Building 1                1,018         3,685        4,703               (52)       1997       12/07/01    10 - 40
10th Street, Building 2                  977         4,140        5,117               (59)       1997       12/07/01    10 - 40
Regency Crest Drive                      887         5,486        6,373               (78)       1999       12/07/01    10 - 40
Diplomat Drive, Building 2               511         3,350        3,861               (48)       1984       12/07/01    10 - 40
Hillguard Road, Building 1               293         1,645        1,938               (23)       1980       12/07/01    10 - 40
Hillguard Road, Building 2               228         2,345        2,573               (33)       1980       12/07/01    10 - 40
Hillguard Road, Building 3             1,104         3,675        4,779               (52)       1980       12/07/01    10 - 40
East Plano Parkway, Building 2         1,207         8,624        9,831              (122)       1998       12/07/01    10 - 40
DFW Trade Center, Building 3           1,001        16,997       17,998              (241)       1997       12/07/01    10 - 40
Diplomat Drive, Building 1               137         3,076        3,213               (44)       1997       12/07/01    10 - 40
Bradley Lane                             260         1,933        2,193               (27)       1984       12/07/01    10 - 40
Avenue F                                 908         6,186        7,094               (88)       1984       12/07/01    10 - 40
Shiloh Road                              653         3,752        4,405               (53)       1998       12/07/01    10 - 40
East Collins Boulevard                 1,372         2,171        3,543               (31)       1985       12/07/01    10 - 40
CABOT SIX FLAGS                          654         4,016        4,670               (57)       2000       12/07/01    10 - 40
Capital Avenue, Building 1               413         2,425        2,838               (34)       1986       12/07/01    10 - 40
Capital Avenue, Building 2               416         2,438        2,854               (34)       1986       12/07/01    10 - 40
East Plano Parkway, Building 3           820         4,190        5,010               (59)       1999       12/07/01    10 - 40
East Plano Parkway, Building 4           799         3,739        4,538               (53)       1998       12/07/01    10 - 40
East Plano Parkway, Building 5           813         3,929        4,742               (56)       1998       12/07/01    10 - 40
Summit Avenue                          1,078         6,672        7,750               (95)       1999       12/07/01    10 - 40
Jefferson Davis/(2)/                   2,189            18        2,207                (0)       1964       12/07/01    10 - 40
Jefferson Davis/(2)/                   1,568            13        1,581                (0)       1992       12/07/01    10 - 40
Swann Street/(2)/                      1,818         8,175        9,993              (116)       1989       12/07/01    10 - 40
</TABLE>

                                       75

<PAGE>

CABOT INDUSTRIAL PROPERTIES, L.P.

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
JUNE 30, 2002
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                                    Cost Capitalized
                                                                                      Initial Cost         Subsequent to Acquisition
                                                                               --------------------------- -------------------------
                                        Number of                                            Buildings and             Buildings and
Property Name(s)                        Buildings Location          Encumbrances       Land   Improvements       Land   Improvements
----------------                        --------- --------          ------------       ----   ------------       ----  -------------
<S>                                     <C>       <C>               <C>                <C>    <C>              <C>      <C>
Oakville Industrial Park, Building 5            1 Alexandria, VA               0         308       1,477            0            0
Oakville Industrial Park, Building 4            1 Alexandria, VA               0           0           0            0            0
Oakville Industrial Park, Building 3            1 Alexandria, VA               0       1,165       7,152            0            0
Oakville Industrial Park, Building 2            1 Alexandria, VA               0         472       1,157            0            0
Oakville Industrial Park, Building 1            1 Alexandria, VA               0         858       4,715            0            0
Oakville Industrial Park, Building 6            1 Alexandria, VA               0         976       3,589            0            0
Nokes Boulevard, Building 1                     1 Sterling, VA                 0       1,446       5,210            0            0
Cabot Tech @ Beaumeade, Building 1              1 Ashburn, VA                  0       2,769      10,688            0            0
Cabot Tech @ Beaumeade, Building 2              1 Ashburn, VA                  0       2,202       8,535            0            0
Nokes Boulevard, Building 2                     1 Sterling, VA                 0       1,216       5,385            0            0
Guilford Road, Building 1                       1 Ashburn, VA              1,728         950       2,754            0            5
Guilford Road, Building 2                       1 Ashburn, VA              1,928         929       3,592            0            5
Beaumeade Circle                                1 Ashburn, VA              3,005       1,740       6,298            0            8
Kent West Corporate Park, II                    1 Kent, WA                     0       2,489       9,266            0            0
South 266th Street                              1 Kent, WA                     0         871       5,095            0            0
Kent West Corporate Park I, Building 2          1 Kent, WA                     0         309       1,156            0            0
Kent West Corporate Park I, Building 1          1 Kent, WA                     0       1,156       4,325            0            0
Kent West Corporate Park I, Building 3          1 Kent, WA                     0         398       1,488            0            0
Kent West Corporate Park I, Building 4          1 Kent, WA                     0         611       2,266            0            0
79th Avenue South                               1 Kent, WA                     0         413       1,729            0            0
Grter Ontario Dist-Richmond Ave                 1 Fontana, CA                  0         861       2,655            0          410
Grter Ontario Dist -Buffalo Ave                 1 Fontana, CA                  0         573       1,917            0          591
Atl N. Central -5925 Cabot Pkway                1 Alpharetta, GA               0       5,231       1,677            0            0
Atl N. Central -5946 Cabot Pkway                1 Alpharetta, GA               0       4,392       1,257            0          238
Atlne-3435 Breckinrdige Blvd                    1 Duluth, GA                   0       1,898       3,679            0          661
Orlando Aport -9080 Boggy Creek Road            1 Orlando, FL                  0         711       2,244            1          141
Orlando Aport - Boggy Creek Road                1 Orlando, FL                  0         822       2,497            0          248
Weat Palm Bch- 400 Northpnt Pky                 1 West Plam Beach, FL:         0         723       2,088            1            0
West Palm Bch - 1400 Northpnt Pk                1 West Plam Beach, FL:         0       1,535       4,236            0        1,350
                                                                        --------    --------  ----------          ---       ------

                                        332                             $163,986    $361,697  $1,289,332          $48       $6,381
                                        ===                             ========    ========  ==========          ===       ======

<CAPTION>
                                                    Gross Amount Carried
                                                    as of June 30, 2002                                     Date
                                                    --------------------
                                                           Buildings and                 Accumulated   Constructed or    Date
Property Name(s)                                     Land   Improvements    Total/(1)/  Depreciation    Renovated     Acquired
----------------                                     ----  -------------   -----------  ------------    ---------     --------
<S>                                                  <C>    <C>            <C>          <C>             <C>           <C>

Oakville Industrial Park, Building 5                  308          1,477        1,785            (21)       1961      12/07/01
Oakville Industrial Park, Building 4                    0              0            0              0        1952      12/07/01
Oakville Industrial Park, Building 3                1,165          7,152        8,317           (101)       1947      12/07/01
Oakville Industrial Park, Building 2                  472          1,157        1,629            (16)       1940      12/07/01
Oakville Industrial Park, Building 1                  858          4,715        5,573            (67)       1949      12/07/01
Oakville Industrial Park, Building 6                  976          3,589        4,565            (51)       1946      12/07/01
Nokes Boulevard, Building 1                         1,446          5,210        6,656            (74)       1998      12/07/01
Cabot Tech @ Beaumeade, Building 1                  2,769         10,688       13,457           (152)       2000      12/07/01
Cabot Tech @ Beaumeade, Building 2                  2,202          8,535       10,737           (121)       2000      12/07/01
Nokes Boulevard, Building 2                         1,216          5,385        6,601            (76)       1999      12/07/01
Guilford Road, Building 1                             950          2,759        3,709            (39)       1987      12/07/01
Guilford Road, Building 2                             929          3,597        4,526            (51)       1988      12/07/01
Beaumeade Circle                                    1,740          6,306        8,046            (89)       1990      12/07/01
Kent West Corporate Park, II                        2,489          9,266       11,755           (131)       1989      12/07/01
South 266th Street                                    871          5,095        5,966            (72)       2000      12/07/01
Kent West Corporate Park I, Building 2                309          1,156        1,465            (16)       1989      12/07/01
Kent West Corporate Park I, Building 1              1,156          4,325        5,481            (61)       1989      12/07/01
Kent West Corporate Park I, Building 3                398          1,488        1,886            (21)       1989      12/07/01
Kent West Corporate Park I, Building 4                611          2,266        2,877            (32)       1989      12/07/01
79th Avenue South                                     413          1,729        2,142            (25)       2000      12/07/01
Grter Ontario Dist-Richmond Ave                       861          3,065        3,926            (43)       2002      12/07/01
Grter Ontario Dist -Buffalo Ave                       573          2,508        3,081            (34)       2002      12/07/01
Atl N. Central -5925 Cabot Pkway                    5,231          1,677        6,908            (24)       2002      12/07/01
Atl N. Central -5946 Cabot Pkway                    4,392          1,495        5,887            (21)       2002      12/07/01
Atlne-3435 Breckinrdige Blvd                        1,898          4,340        6,238            (61)       2002      12/07/01
Orlando Aport -9080 Boggy Creek Road                  712          2,385        3,097            (34)       2002      12/07/01
Orlando Aport - Boggy Creek Road                      822          2,745        3,567            (38)       2002      12/07/01
Weat Palm Bch- 400 Northpnt Pky                       724          2,088        2,812            (29)       2002      12/07/01
West Palm Bch - 1400 Northpnt Pk                    1,535          5,586        7,121            (78)       2002      12/07/01
                                                 --------     ----------   ----------        -------

                                                 $361,745     $1,295,713   $1,657,458       ($18,345)
                                                 ========     ==========   ==========        =======
</TABLE>

(1) The aggregate cost for federal income tax purposes as of June 30, 2002, was
    approximately $1,300,000.
(2) Nonindustrial property.

                                       76

<PAGE>

                        CABOT INDUSTRIAL PROPERTIES, L.P.
       Schedule III - Real Estate and Accumulated Depreciation (continued)
                                  June 30, 2002
                          (dollar amounts in thousands)

                          Reconciliation of Real Estate

The changes in total investment in real estate assets for the six months ended
June 30, 2002 and for the years ended December 31, 2001, 2000 and 1999 are as
follows:

<TABLE>
<CAPTION>
                                              June 30,          December 31,         December 31,         December 31,
                                                2002                2001                 2000                 1999
                                         -----------------   -----------------    -----------------    -----------------
                                           (in thousands)      (in thousands)       (in thousands)       (in thousands)

<S>                                      <C>                 <C>                  <C>                  <C>
Balance, Beginning of Period             $       1,614,123   $       1,336,044    $       1,507,834    $       1,072,675
Acquisitions and Stabilized Development             83,511              72,653              187,745              443,951
Improvements                                         6,429              10,315               15,871                5,086
Assets Held for Sale                               (44,515)            (44,608)            (355,374)                  --
Dispositions                                            --              (2,142)             (20,032)             (13,878)
Impact of Purchase Accounting                       (2,090)            241,861                   --                   --
                                         -----------------   -----------------    -----------------    -----------------
Balance, End of Period                   $       1,657,458   $       1,614,123    $       1,336,044    $       1,507,834
                                         =================   =================    =================    =================
</TABLE>


                   Reconciliation of Accumulated Depreciation

The changes in accumulated depreciation for the six months ended June 30, 2002
and for the years ended December 31, 2001, 2000 and 1999 are as follows:

<TABLE>
<CAPTION>
                                              June 30,          December 31,         December 31,         December 31,
                                                2002               2001                 2000                 1999
                                         -----------------   -----------------    -----------------    ----------------
                                           (in thousands)      (in thousands)       (in thousands)       (in thousands)

<S>                                      <C>                 <C>                  <C>                  <C>
Balance, Beginning of Period             $           2,095   $          56,721    $          42,543    $          17,290
Depreciation Expense                                19,011              33,741               34,021               25,677
Assets Held for Sale                                (2,761)               (494)             (19,231)                  --
Dispositions                                            --                (141)                (612)                (424)
Impact of Purchase Accounting                           --             (87,732)                  --                   --
                                         -----------------   -----------------    -----------------    -----------------
Balance, End of Period                   $          18,345   $           2,095    $          56,721    $          42,543
                                         =================   =================    =================    =================
</TABLE>

                                       77

<PAGE>

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

On April 29, 2002, Cabot L.P. dismissed its independent public accountants,
Arthur Andersen LLP ("Andersen") and, on April 29, 2002, Cabot retained Deloitte
& Touche LLP ("Deloitte") as its new independent public accountants. The change
in accountants was recommended and approved by Cabot Trust, the general partner
of Cabot L.P. Cabot L.P. does not have an audit committee.

During Cabot L.P.'s two most recent fiscal years, and through April 29, 2002,
there were no disagreements between Cabot L.P. and Andersen on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure, which disagreements, if not resolved to Andersen's
satisfaction, would have caused Andersen to make reference to the subject matter
of the disagreement in connection with its reports on Cabot L.P.'s financial
statements for such periods.

None of the reportable events described under Item 304(a)(1)(v) of Regulation
S-K occurred during Cabot L.P.'s two most recent fiscal years ended or during
any subsequent interim period through April 29, 2002.

The audit reports issued by Andersen on the consolidated financial statements of
Cabot L.P. as of and for the fiscal years ended December 31, 2001 and December
31, 2000 did not contain any adverse opinion or disclaimer of opinion, nor were
they qualified or modified as to uncertainty, audit scope or accounting
principles. Cabot L.P. provided Andersen with a copy of the foregoing
disclosures, and a letter from Andersen confirming its agreement with these
disclosures was attached as an exhibit to Cabot L.P.'s report on Form 8-K dated
May 3, 2002.

During Cabot L.P.'s two most recent fiscal years ended December 31, 2001 and
through April 29, 2002, Cabot L.P. did not consult with Deloitte with respect to
the application of accounting principles to a specified transaction or regarding
any of the other matters or events set forth in Item 304(a)(2)(i) and (ii) of
Regulation S-K.


                                    PART III

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

Cabot L.P. does not have any directors or executive officers. Under the Second
Amended and Restated Limited Partnership Agreement of Cabot L.P. dated February
4, 1998, as amended to date, Cabot Trust has full power and authority in the
management and control of Cabot L.P. The executive officers and trustees of
Cabot Trust and their respective positions, business experience and ages at
September 30, 2002, are set forth below. The executive officers serve at the
discretion of the board of trustees of Cabot Trust. RREEF is the investment
advisor and manager of Cabot Trust's majority shareholder, Calwest. In such
capacity, RREEF can elect or remove members of the board of trustees and
officers of Cabot Trust. Currently, the members of the board of trustees and
executive officers of Cabot Trust are all employees of RREEF, and in such
capacities, such employees of RREEF control the business and affairs of Cabot
Trust.

     Name                         Age     Position
     ------------------------------------ --------------------
     Warren H. Otto               48      Chairman, Chief Executive Officer,
                                          Vice President and Trustee
     Charles B. Leitner III       43      President and Trustee
     Christopher L. Hughes        36      Chief Financial Officer
     Robert J. Cook               48      Vice President and Trustee

     Timothy K. Gonzalez          46      Trustee
     Gary T. Kachadurian          52      Trustee
     Stephen M. Steppe            55      Trustee
     Daniel S. Weaver             41      Trustee


                            Business Experience

Warren Otto. . . . . . . .  Mr. Otto has been Chairman, Vice President and
                            Trustee of Cabot Trust since December 2001 and
                            Chief Executive Officer since June 2002.
                            Additionally, Mr. Otto has worked at RREEF since
                            1994 and currently serves as the Portfolio Manager
                            of Calwest. Mr. Otto graduated cum laude from
                            Harvard College in 1976 majoring in economics.

Charles B. Leitner III . .  Mr. Leitner has been the President and Trustee of
                            Cabot Trust since December 2001. Additionally, Mr.
                            Leitner has been employed with RREEF since 1988,
                            directs RREEF's National Acquisitions Group and is a
                            member of the RREEF Investment Committee, serving as
                            its industrial specialist. Mr. Leitner is also a
                            member of RREEF's Policy Committee. Mr. Leitner
                            graduated from the University of

                                       78

<PAGE>

                            Pennsylvania with a B.A. degree in Urban
                            Studies/Regional Science.

Christopher L. Hughes. . . .Mr. Hughes has been the Chief Financial Officer of
                            Cabot Trust since December 2001. Additionally, Mr.
                            Hughes has served as the Vice President of Capital
                            Markets at RREEF since July 2000. His
                            responsibilities at RREEF include directing the debt
                            capital market activities, which include asset and
                            portfolio-level financing and hedging transactions.
                            Mr. Hughes also is the Chief Financial Officer for
                            Cabot Trust's majority owner, Calwest. From June
                            1999 to June 2000, Mr. Hughes held the position of
                            Senior Vice President-Director of Capital Markets at
                            Transwestern Commercial Services. From April 1998 to
                            June 1999, Mr. Hughes held the position of Executive
                            Director at CIBC World Markets. From January 1997 to
                            April 1998, Mr. Hughes held the position of Senior
                            Vice President for Heller Real Estate Financial
                            Services. Mr. Hughes received a B.A. degree from
                            Marquette University in 1988.

Robert J. Cook. . . . . . . Mr. Cook has been a Trustee of Cabot Trust since
                            December 2001. Additionally, Mr. Cook has worked at
                            RREEF since February of 1990 and has been principal
                            in charge of RREEF Portfolio Management since 1999.
                            He previously held the positions of vice president
                            and principal at RREEF. Mr. Cook also serves on
                            RREEF's Policy Committee and Investment Committee as
                            its retail specialist. Mr. Cook has M.S. degrees in
                            Real Estate Appraisal and Investment Analysis and
                            Landscape Architecture and a Ph.D. in Urban and
                            Regional Planning from the University of Wisconsin.

Timothy K. Gonzalez . . . . Mr. Gonzalez has been a Trustee of Cabot Trust since
                            December 2001. Additionally, Mr. Gonzalez has worked
                            at RREEF since 1990 and directs the portfolio
                            management activities of the San Francisco office
                            and has managed over $3 billion in assets. He
                            became a principal of RREEF in 1997. Mr. Gonzalez is
                            a member of RREEF's Policy and Investment
                            Committees. Mr. Gonzalez also serves as portfolio
                            manager for RREEF America II, RREEF's flagship core
                            fund. Mr. Gonzalez received his B.S. degree from the
                            University of California, and holds a Masters degree
                            from Harvard University.

Gary T. Kachadurian. . . . .Mr. Kachadurian has been a Trustee of Cabot Trust
                            since December 2001. Additionally, Mr. Kachadurian
                            has worked at RREEF since 1990 and serves as the
                            Principal-in-Charge of RREEF's National Acquisition
                            Group. At RREEF, Mr. Kachadurian has responsibility
                            for the value-added line of business. Mr.
                            Kachadurian also serves as the Apartment Specialist
                            on RREEF's Investment Committee. Further, Mr.
                            Kachadurian is a member of RREEF's Policy Committee.
                            Mr. Kachadurian is a founding Board Member of the
                            Chicago Apartment Association and the immediate past
                            chairman of the National Multi-housing Council. He
                            also serves on the Multi-family Council of the Urban
                            Land Institute, is a member of the International
                            Council of Shopping Centers, and is a Board Member
                            of the Real Estate Committee of the YMCA. Mr.
                            Kachadurian received his B.S. in Accounting from the
                            University of Illinois.



                                       79

<PAGE>

Stephen M. Steppe. . . . .  Mr. Steppe has been a Trustee of Cabot Trust since
                            December 2001. Mr. Steppe joined RREEF as a
                            principal in 1986 and oversees the client relations
                            department. He is also a member of RREEF's Policy
                            and Investment Committees and is on its Management
                            Board. He also serves on the Editorial Board of the
                            Institutional Real Estate Letter. Mr. Steppe is a
                            graduate of the  University of Arizona.

Daniel S. Weaver . . . . .  Mr. Weaver received a Bachelor's Degree in
                            Architecture and MBA from Miami University. He has
                            16 years of experience in commercial real estate
                            investments and capital markets. Mr. Weaver was
                            the chief financial officer and a managing
                            director for Rodamco North America, N.V., a
                            European publicly traded property company with $6
                            billion in US investments, from 1999 until the
                            company was successfully sold in May 2002. Mr.
                            Weaver was named a principal with RREEF (a prior
                            subsidiary of Rodamco) in 2000 and before his
                            involvement with Rodamco North America, was
                            responsible for providing capital markets services
                            and structuring development investments for
                            RREEF's pension fund clients. Before joining RREEF
                            in 1996, Mr. Weaver was a vice president with
                            Homart Development Co., with primary
                            responsibility for executing major capital
                            transactions. He began his real estate career with
                            Sun Bank as a commercial real estate officer. Mr.
                            Weaver is currently a member of the International
                            Council of Shopping Centers and the Association of
                            Foreign Investors in Real Estate.


                                       80

<PAGE>

Item 11.    Executive Compensation
            ----------------------

Summary of Cash and Other Compensation

Cabot L.P. does not have any directors or executive officers. Prior to the
Merger, Cabot Trust's executive officers were compensated by Cabot L.P. in the
manner set forth below. Upon completion of the Merger, Calwest designated a new
Board of Trustees for Cabot Trust. The Board of Trustees elects the Chief
Executive Officer and other executive officers for Cabot Trust. None of the
newly elected trustees and executive officers are employees of Cabot Trust or
Cabot L.P. nor have they received compensation from Cabot Trust or Cabot L.P.
for services provided in their respective capacities.

The following table sets forth information concerning the compensation earned by
Cabot Trust's former Chief Executive Officer and each of its six other most
highly compensated former executive officers (collectively, the "Named Executive
Officers") during the period January 1, 2001 through December 6, 2001 and during
the calendar years ended December 31, 2000 and 1999.
<TABLE>
<CAPTION>
                                                           Summary Compensation Table

                                                                              Long-Term
                                                           Annual            Compensation
                                                        Compensation            Awards
                                                        ------------            ------
                                                                              Securities
                                                                              Underlying       All Other
Name and Principal Position              Year      Salary          Bonus      Options (#)(1) Compensation(2)
---------------------------              ----      ------          -----      -----------    ---------------
<S>                                      <C>     <C>            <C>                <C>        <C>
Ferdinand Colloredo-Mansfeld ........    2001(3) $   315,846    $   438,900             --    $10,557,906
   Chairman of the Board and             2000    $   312,000    $   382,200        165,000    $     1,800
    Chief Executive Officer              1999    $   300,000    $   210,000         85,000    $     1,800

Robert E. Patterson .................    2001(3) $   268,001    $   328,300             --    $ 8,491,200
   President                             2000    $   265,200    $   290,040        130,000    $     1,800
                                         1999    $   255,000    $   178,500         60,000    $     1,800

Franz Colloredo-Mansfeld ............    2001(3) $   200,029    $   262,550             --    $ 7,240,335
   Senior Vice President and             2000    $   197,300    $   231,175        110,000    $     1,800
    Chief Financial Officer              1999    $   190,000    $   142,500         60,000    $     1,800

Andrew D. Ebbott ....................    2001(3) $   191,427    $   251,300             --    $ 6,114,440
   Senior Vice President -               2000    $   189,300    $   221,875         75,000    $     1,800
   Director of Acquisitions              1999    $   182,000    $   136,500         60,000    $     1,800

Howard B. Hodgson, Jr ...............    2001(3) $   191,427    $   251,300             --    $ 6,118,161
   Senior Vice President -               2000    $   189,300    $   221,875         75,000    $     1,800
   Director of Real Estate Operations    1999    $   182,000    $   136,500         60,000    $     1,800

Eugene F. Reilly ....................    2001(3) $   191,427    $   251,300             --    $ 6,123,956
   Senior Vice President -               2000    $   189,300    $   221,875         75,000    $     1,800
   Director of Development               1999    $   182,000    $   136,500         60,000    $     1,800

Neil E. Waisnor .....................    2001(3) $   191,427    $   251,300             --    $ 6,120,466
   Senior Vice President -               2000    $   189,300    $   221,875         75,000    $     1,800
   Finance, Treasurer and Secretary      1999    $   182,000    $   136,500         60,000    $     1,800
</TABLE>

(1)  Options granted may have included rights to receive distribution equivalent
     units ("DEUs") annually based on the extent to which the annual dividend
     rate on Cabot Trust's Common Shares exceeded the average dividend rate on
     the common shares of the companies comprising the Standard & Poor's 500
     Stock Index. DEUs, when granted, were to vest on a vesting schedule
     determined at the date of grant, which may be only upon a change in
     control. DEUs granted were to be settled in Common Shares upon exercise or
     termination of the related vested options, with the number of such shares
     being determined at the grant dates of the DEUs.

(2)  Consists of amounts paid to the Named Executive Officers upon settlement of
     all their options and DEUs upon completion of the Merger, amounts paid
     under employment agreements for severance and related tax liabilities
     incurred by each Named Executive Officer. Also includes accrued and unused
     vacation pay due upon completion of the Merger and contributions to
     officer's accounts under the Cabot Savings Plan 401(k) for the period
     January 1, 2001 through December 6, 2001 and for each of the years ended
     December 31, 2000 and 1999 in the amount of $1,800 per period.

     All options and DEUs granted through December 6, 2001 were settled in cash
     upon completion of the Merger. The Common Share equivalent

                                       81

<PAGE>

     of option and DEU amounts settled for each of the Named Executive Officers,
     respectively are as follows: Ferdinand Colloredo-Mansfeld -- 750,000 and
     116,408; Robert E. Patterson -- 615,000 and 94,268; Franz
     Colloredo-Mansfeld -- 545,000 and 83,538; and Andrew D. Ebbott, Howard B.
     Hodgson, Jr., Eugene F. Reilly and Neil E. Waisnor -- 435,000 and 66,830
     each, respectively.

     Amounts paid to each of the Named Executive Officers under employment
     agreements for tax liabilities incurred are as follows: Ferdinand
     Colloredo-Mansfeld -- $2,280,064; Robert E. Patterson -- $1,779,368; Franz
     Colloredo-Mansfeld -- $1,493,973; Andrew D. Ebbott -- $1,285,900; Howard B.
     Hodgson, Jr. -- $1,296,545; Eugene F. Reilly -- $1,304,263 and Neil E.
     Waisnor -- $1,296,542, respectively.

(3)  Reflects compensation for the period January 1, 2001 to December 6, 2001.


Option Grants in Last Fiscal Year

Grants of options to purchase an aggregate of 1,019,000 Units, made under Cabot
Trust's Long-Term Incentive Plan, were made to employees of Cabot L.P. for
services performed relating to the year ended December 31, 2000. Included within
the 1,019,000 options granted, 705,000 were granted to the Named Executive
Officers and are included within the Summary Compensation Table under "Long-Term
Compensation Awards" for the year 2000 as set forth in Cabot Trust's definitive
proxy statement filed with respect to its 2001 Annual Meeting of Shareholders.
No options or DEUs have been granted subsequent to the date of Merger.


Aggregated Option Exercises in Last Calendar Year and Calendar Year-End Option
Values

There were no exercises of options or DEUs by the Named Executive Officers
during the period January 1, 2001 through December 6, 2001. All outstanding
options and DEUs granted to employees of Cabot Trust were settled upon
completion of the Merger on December 7, 2001. There have been no grants of
options or DEUs subsequent to the date of Merger. Accordingly, there were no
outstanding options or DEUs, vested or nonvested, as of June 30, 2002.


Employment Agreements

Each of the Named Executive Officers had entered into employment agreements with
Cabot Trust and Cabot L.P. Each of the agreements with Messrs. Ferdinand
Colloredo-Mansfeld, Robert E. Patterson and Franz Colloredo-Mansfeld were for an
initial term of three years, and each year the term automatically extended an
additional year unless terminated in advance. The agreements with each of the
other Named Executive Officers were for initial terms of two years, with those
terms automatically extending each year for an additional year unless terminated
in advance. The agreements each provided for annual base compensation and an
annual cash bonus to be determined by the Board of Trustees or the Executive
Compensation Committee. Upon the change in control of Cabot Trust, which
occurred as a result of the Merger, each agreement provided the employee the
option of terminating the employment agreement, resulting in severance payments
equal to three times the sum of the current base salary and the last annual
bonus payment and also provided for tax reimbursements in certain circumstances.
Each of the Named Executive Officers were terminated upon completion of
the Merger. Amounts received under these agreements are included within the
Summary Compensation Table under "All Other Compensation".


Compensation Committee Interlocks and Insider Participation

Prior to the Merger, W. Nicholas Thorndike (Chairman), George M. Lovejoy, Jr.,
Christopher C. Milliken, Maurice Segall, and Ronald L. Skates (the "Former
Independent Trustees") each served on Cabot Trust's Executive Compensation
Committee. Following the Merger, the Board of Trustees of Cabot Trust has not
appointed a Compensation Committee. Cabot Trust does not compensate its
executive officers.

                                       82

<PAGE>

Compensation of Trustees

Prior to the Merger, the Former Independent Trustees received an annual retainer
of $18,000 and per meeting compensation of $1,000 for board meetings and $500
for committee meetings. The Former Chairmen of the Audit and Compliance
Committee, the Executive Compensation Committee and the Nominating Committee
each received an additional $1,000 annually for their services in those
capacities, and each Former Trustee was reimbursed for out-of-town travel
expenses incurred in attending Board and Committee meetings. Each Former
Independent Trustee also received, under Cabot Trust's Long-Term Incentive
Plans, a grant of options to purchase 10,000 Common Shares on the date the
Trustee became a Trustee, and an additional grant of options to purchase 4,000
Common Shares each year on the date of Cabot Trust's annual meeting of
shareholders provided they had been reelected or were continuing to serve as
Trustees following the meeting. Option grants included rights to receive DEUs
calculated and credited annually based on the extent to which the annual
dividend rate on Cabot Trust's Common Shares exceeded the average dividend rate
on the common shares of the companies comprising the Standard & Poor's 500
Index. DEU grants vested over one year or upon a change of control for the
Former Independent Trustees. The exercise price per share for options granted to
the Former Independent Trustees was the market price of a Common Share of Cabot
Trust on the date of grant. Options granted to the Former Independent Trustees
became exercisable on the first anniversary of the date of grant or upon a
change in control. All options and DEUs granted to the Former Independent
Trustees were settled upon the completion of the Merger. The amounts received
upon settlement of all options and DEUs held by the Former Independent Trustees
were as follows: W. Nicholas Thorndike, Ronald L. Skates, Christopher C.
Milliken, Maurice Segall $178,920 each; and George M. Lovejoy, Jr. $142,116.

Current Trustees of Cabot Trust do not receive any compensation for services
provided as Trustees.

                                       83

<PAGE>

Item 12.    Security Ownership of Certain Beneficial Owners and Management and
            ------------------------------------------------------------------
            Related Stockholder Matters
            ---------------------------

As of September 30, 2002 all limited partnership units of Cabot L.P. were owned
by Cabot Trust, which in turn, is greater than 99% owned by Calwest, which is in
turn, 98% owned by CalPERS. Cabot Trust's address is 875 North Michigan Avenue,
41st Floor, Chicago, Illinois 60611.

Cabot L.P.'s Preferred Units were owned as follows as of September 30, 2002:

Series B 100% by Belmar Realty Corporation
c/o Eaton Vance Management
The Eaton Vance Building
255 State Street
Boston, MA 02109

Series C 100% by TMCT II, LLC
c/o Tribune Company
435 North Michigan Avenue
Chicago, Illinois 60611-4001

Series D 100% by JPM Mosaic II REIT, Inc.
c/o JP Morgan Private Investments, Inc.
345 Park Avenue
New York, NY 10154-1002

Series E 100% by Montebello Realty Corporation
800 Scudder's Mill Road
Special Investments Area 2-G
Plainsboro, NJ 08536

Series F 100% by SSB Tax Advantaged Exchange Fund II REIT, Inc.
c/o Salomon, Smith Barney, Inc.
388 Greenwich St., 17th Floor
New York, NY 10013

Series G 100% by JPM Emerging Technology REIT, Inc.
c/o JP Morgan Private Investments, Inc.
345 Park Avenue
New York, NY 10154-1002

Series H 100% by GSEP 2000 Realty Corp.
c/o Goldman Sachs & Co.
85 Broad Street
New York, NY 10004

Item 13.    Certain Relationships and Related Transactions
            ----------------------------------------------

During 2001 (through December 6, 2001) Cabot Advisors provided asset management
and property management services related to properties owned by Cabot Trust's
former Chief Executive Officer, Ferdinand Colloredo-Mansfeld, for which it
earned fees charged at rates consistent with rates charged by Cabot Advisors to
unrelated third parties, that totaled $163,000 and $33,000, respectively.

For the period beginning January 1, 2001, Cabot L.P. had advanced unsecured
loans to Cabot Advisors to fund operations, including a development project, in
a maximum amount of $6,815,505 through December 6, 2001. Such loans bore
interest at the rate of prime plus 2%. Cabot L.P. also sold property to Cabot
Advisors for $2,005,000.

Through December 6, 2001, Cabot L.P. owned all of the outstanding preferred
stock of Cabot Advisors, which as a class was entitled to 95% of all
distributions, and Ferdinand Colloredo-Mansfeld owned all of the outstanding
common stock of Cabot Advisors, which as a class was entitled to 5% of all
distributions. In conjunction with the Merger, Cabot Advisors repurchased all of
its voting common shares from Ferdinand Colloredo-Mansfeld, the former Chairman
and Chief Executive Officer of Cabot Trust. In return for the shares, Mr.
Colloredo-Mansfeld was assigned three of Cabot Advisors' advisory contracts and
furniture, fixtures and equipment with a net book value of $100,000. Cabot
Advisors issued voting common shares to Cabot L.P. for $115,000 in cash,
constituting all of Cabot Advisor's outstanding shares.

In addition, during calendar year 2001, Cabot L.P. incurred property management
fee expenses related to its properties of $4,395,000 payable to Cabot Advisors.

                                       84

<PAGE>

Following the Merger Transactions, Cabot L.P. and RREEF entered into an
investment advisory agreement that engaged RREEF as the investment adviser of
Cabot L.P. for the period beginning on December 7, 2001 and ending on December
31, 2002. Cabot L.P. may extend the term of the agreement for additional
one-year periods. Under the agreement, RREEF is to provide asset and property
management, development, leasing, acquisition and disposition services to Cabot
L.P. and Cabot L.P. is to pay RREEF the following fees:

 (i)    an annual asset management fee equal to (A) the fair market value of
        the properties in the Cabot L.P. portfolio during the measurement
        period, divided by (B) the sum of the fair market values of the
        properties in the Calwest portfolio and the Cabot L.P. portfolio
        during the same measurement period (the Total Portfolio Value),
        multiplied by (C) the dollar amount determined using the following fee
        schedule:

           (a) 50 basis points to the extent the Total Portfolio Value is less
               than $1 billion, plus

           (b) 35 basis points to the extent the Total Portfolio Value is more
               than $1 billion and less than $2 billion, plus

           (c) 30 basis points to the extent the Total Portfolio Value is more
               than $2 billion and less than $3 billion, plus

           (d) 25 basis points to the extent the Total Portfolio Value exceeds
               $3 billion;

 (ii)   an acquisition fee of .50% of the purchase price (including any debt
        incurred or assumed) of property acquired;

 (iii)  a monthly property management fee for all the properties managed by
        RREEF equal to 2.52% of total monthly collections;

 (iv)   a lease commission upon the execution of a lease agreement or certain
        lease amendments equal to a percentage (depending on type of lease and
        whether or not there is a listing and/or cooperating broker) of annual
        base rent contracted for over the original term of the lease document
        minus certain amounts related to amortized cost of tenant improvements
        and concessions given to the tenant;

 (v)    a construction supervision fee for each capital expenditure greater than
        $100,000 equal to 3% of such capital expenditures up to a maximum fee of
        $150,000 per capital expenditure;

 (vi)   a development fee equal to 2% of property development costs excluding
        land costs, acquisition and development fees and actual or imputed
        interest costs;

 (vii)  a disposition fee of .25% of the sales price of a property and

 (viii) an incentive fee based on the cumulative performance of the portfolio
        of properties owned by Cabot L.P. and Calwest.

During the periods from January 1, 2002 to June 30, 2002 and from December 7,
2001 to December 31, 2001, respectively, Cabot L.P. incurred acquisition fees of
$16,000 and $6.4 million, asset management fees of $3.5 million and $517,000,
property management fees of $2.5 million and $309,000, development fees of
$247,000 and $211,000, leasing fees of $137,000 and $0 and disposition fees of
$0 and $19,000, respectively, under this agreement.

On December 7, 2001, RREEF entered into an agreement with Cabot L.P. and Cabot
Advisors under which (i) Cabot L.P. and Cabot Advisors agreed to permit RREEF to
occupy certain premises that were leased by Cabot L.P. and Cabot Advisors, and
RREEF agreed to reimburse Cabot L.P. and Cabot Advisors for rent payable under
such leases, (ii) Cabot L.P. and Cabot Advisors transferred to RREEF all of its
right, title and interest in all furniture, fixtures and equipment located in
such premises, (iii) Cabot L.P. agreed to reimburse RREEF for any severance
amounts paid by RREEF to the former employees of Cabot L.P. and Cabot Advisors
who were hired by RREEF in connection with the Merger Transactions, (iv) Cabot
L. P. agreed to reimburse RREEF for payments made by RREEF for a Cabot L.P.
property in connection with a development agreement and (v) Cabot L.P. agreed to
pay RREEF the management and other fees otherwise payable to Cabot L.P. for
performing the management services required to be performed by Cabot L.P. under
the Joint Venture agreements.

The current trustees and executive officers of Cabot Trust are all employees of
RREEF, are compensated by RREEF and receive no remuneration or other
compensation from Cabot L.P.

                                       85

<PAGE>

SIGNATURES

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

                               CABOT INDUSTRIAL PROPERTIES, L.P.

                                  By Cabot Industrial Trust, its general partner

                                  By /s/ WARREN H. OTTO
                                     ----------------------------------
                                  Title: Chief Executive Officer
                                         ------------------------------

                                  Date: October 14, 2002

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.

                                            Title                   Date
                                            -----                   ----
/s/ WARREN H. OTTO              Chairman, Chief Executive       October 14, 2002
-----------------------------   Officer Vice President and
Warren H. Otto                  Trustee (Principal Executive
                                Officer)

/s/ CHARLES B. LEITNER, III     President and Trustee           October 14, 2002
-----------------------------
Charles B. Leitner, III

/s/ CHRISTOPHER L. HUGHES       Chief Financial Officer         October 14, 2002
-----------------------------   (Principal Financial Officer
Christopher L. Hughes           and Principal Accounting
                                Officer)

/s/ ROBERT J. COOK              Vice President and Trustee      October 14, 2002
-----------------------------
Robert J. Cook

/s/ TIMOTHY K. GONZALEZ         Trustee                         October 14, 2002
-----------------------------
Timothy K. Gonzalez

/s/ GARY T. KACHADURIAN         Trustee                         October 14, 2002
-----------------------------
Gary T. Kachadurian

/s/ STEPHEN M. STEPPE           Trustee                         October 14, 2002
-----------------------------
Stephen M. Steppe

/s/ DANIEL S. WEAVER            Trustee                         October 14, 2002
-----------------------------
Daniel S. Weaver


                                       86

<PAGE>

                                     PART IV

Item 14.                Exhibits and Reports on Form 8-K
                        --------------------------------

(a)   The following documents are filed as part of this report:

                   INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
                           Included in Item 8 hereof.

                                INDEX TO EXHIBITS

Exhibit
Number            Document Description
------            --------------------


2.1           Agreement and Plan of Merger, dated as of October 28, 2001, by and
              among Calwest Industrial Properties, LLC, Rooster Acquisition
              Corp., Cabot Trust and Cabot L.P. Incorporated by reference to
              Exhibit 99 (D)(3) to Calwest's Schedule TO filed on November 5,
              2001. Cabot L.P. agrees to furnish supplementally a copy of any
              omitted schedule to the Securities and Exchange Commission upon
              request.

2.2           Agreement of Sale and Purchase, dated as of June 28, 2002, between
              Cabot Industrial Trust and CalEast Industrial Investors, LLC.
              Incorporated by reference to the Exhibit 2.1 to Cabot L.P.'s Form
              8-K, filed July 3, 2002.

3.1           Second Amended and Restated Agreement of Limited Partnership of
              Cabot L.P., dated February 4, 1998, as amended by (i) the First
              Amendment thereto dated April 29, 1999, (ii) the Second Amendment
              thereto dated September 3, 1999, (iii) the Third Amendment thereto
              dated September 27, 1999, (iv) the Fourth Amendment thereto dated
              December 9, 1999, (v) the Fifth Amendment thereto dated December
              22, 1999, (vi) the Sixth Amendment thereto dated March 23, 2000,
              (vii) the Seventh Amendment thereto dated May 25, 2000, (viii) the
              Eighth Amendment thereto dated February 26, 2002 and (ix) the
              Ninth Amendment thereto dated May 13, 2002.

4.1           Amended and Restated Cabot Trust Declaration of Trust, dated
              January 26, 1998. Incorporated by reference to Exhibit 3.1 to
              Cabot Trust's Form S-11 Registration Statement (File No.
              333-38383; the "Form S-11").

4.2           Articles of Amendment to Amended and Restated Cabot Declaration of
              Trust, dated February 1, 2002. Incorporated by reference to
              Exhibit 4.2 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2001.

4.3           Second Amended and Restated Bylaws of Cabot Trust, dated March 22,
              2002. Incorporated by reference to Exhibit 4.3 to Cabot L.P.'s
              Annual Report on Form 10-K for the year ended December 31, 2001.


4.4           Form of Indenture by and among Cabot L.P., Cabot Trust and Bank of
              New York as trustee. Incorporated by reference to Exhibit 4.11 to
              Cabot Trust's and Cabot L.P.'s Form S-3 Registration Statement
              (File No. 333-71585).

4.5           Form of Mortgage, Assignment of Leases and Rents, Security

                                       87

<PAGE>

              Agreement and Fixture Filing Statement of Cabot L.P., as borrower,
              for the benefit of Teachers Insurance and Annuity Association of
              America, as lender, used in connection with mortgage loans.
              Incorporated by reference to Exhibit 4.3 to Cabot Trust's Annual
              Report on Form 10-K for the year ended December 31, 1998.

4.6           Form of Promissory Note of Cabot L.P., as borrower, in favor of
              Teachers Insurance and Annuity Association of America, as lender,
              used in connection with mortgage loans. Incorporated by reference
              to Exhibit 4.4 to Cabot Trust's Annual Report on Form 10-K for the
              year ended December 31, 1998.

4.7           Articles Supplementary, 1,300,000 Shares of 8.625% Series B
              Cumulative Redeemable Preferred Shares, dated April 29, 1999.
              Incorporated by reference to Exhibit 4.6 to Cabot Trust's Annual
              Report on Form 10-K for the year ended December 31, 1999.

4.8           Articles Supplementary, 2,600,000 Shares of 8.625% Series C
              Cumulative Redeemable Preferred Shares, dated September 3, 1999.
              Incorporated by reference to Exhibit 4.8 to Cabot Trust's Annual
              Report on Form 10-K for the year ended December 31, 1999.

4.9           Articles Supplementary, 200,000 Shares of 8.375% Series D
              Cumulative Redeemable Preferred Shares, dated September 27, 1999.
              Incorporated by reference to Exhibit 4.10 to Cabot Trust's Annual
              Report on Form 10-K for the year ended December 31, 1999.


4.10          Articles Supplementary, 200,000 Shares of 8.375% Series E
              Cumulative Redeemable Preferred Shares, dated December 9, 1999.
              Incorporated by reference to Exhibit 4.12 to Cabot Trust's Annual
              Report on Form 10-K for the year ended December 31, 1999.

4.11          Articles Supplementary, 1,800,000 Shares of 8.5% Series F
              Cumulative Redeemable Preferred Shares, dated December 22, 1999.
              Incorporated by reference to Exhibit 4.14 to Cabot Trust's Annual
              Report on Form 10-K for the year ended December 31, 1999.


4.12          Articles Supplementary, 600,000 Shares of 8.875% Series G
              Cumulative Redeemable Preferred Shares, dated March 23, 2000.
              Incorporated by reference to Exhibit 4.16 to Cabot Trust's S-3
              Registration Statement (File No. 333-51298) filed on December 5,
              2000.

4.13          Articles Supplementary, 1,400,000 Shares of 8.95% Series H
              Cumulative Redeemable Preferred Shares, dated May 25, 2000.
              Incorporated by reference to Exhibit 4.18 to Cabot Trust's S-3
              Registration Statement (File No. 333-51298) filed on December 5,
              2000.

4.14          Supplemental Indenture No. 1 dated as May 4, 1999 by and among
              Cabot L.P. and The Bank of New York. Incorporated by reference to
              Exhibit 4.19 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2000.

4.15          Supplemental Indenture No. 2 dated as September 7, 2000 by and
              among Cabot L.P. and The Bank of New York. Incorporated by
              reference to Exhibit 99.2 to the Form 8-K dated September 7, 2000

                                       88

<PAGE>

              filed by Cabot L.P.

10.1          Cabot Trust Long-Term Incentive Plan (as Amended and Restated
              Effective as of January 26, 1998). Incorporated by reference to
              Cabot Trust's Annual Report on Form 10-K for the year ended
              December 31, 1999.

                                       89

<PAGE>

10.2          Amended Employment Agreement between Cabot L.P. and Ferdinand
              Colloredo-Mansfeld. Incorporated by reference to Exhibit 10.6 to
              Cabot Trust's Annual Report on Form 10-K for the year ended
              December 31, 1998.

10.3          Amended Employment Agreement between Cabot L.P. and Robert E.
              Patterson. Incorporated by reference to Exhibit 10.7 to Cabot
              Trust's Annual Report on Form 10-K for the year ended December 31,
              1998.

10.4          Amended Employment Agreement between Cabot L.P. and Franz
              Colloredo-Mansfeld. Incorporated by reference to Exhibit 10.8 to
              Cabot Trust's Annual Report on Form 10-K for the year ended
              December 31, 1998.


10.5          Amended Employment Agreement between Cabot L.P. and Andrew D.
              Ebbott. Incorporated by reference to Exhibit 10.9 to Cabot Trust's
              Annual Report on Form 10-K for the year ended December 31, 1998.

10.6          Amended Employment Agreement between Cabot L.P. and Howard B.
              Hodgson, Jr. Incorporated by reference to Exhibit 10.10 to Cabot
              Trust's Annual Report on Form 10-K for the year ended December 31,
              1998.

10.7          Amended Employment Agreement between Cabot L.P. and Neil E.
              Waisnor. Incorporated by reference to Exhibit 10.11 to Cabot
              Trust's Annual Report on Form 10-K for the year ended December 31,
              1998.

10.8          Amended Employment Agreement between Cabot L.P. and Eugene F.
              Reilly. Incorporated by reference to Exhibit 10.12 to Cabot
              Trust's Annual Report on Form 10-K for the year ended December 31,
              1998.

10.9          Amendment to Letter of Employment between Cabot L.P. and Ferdinand
              Colloredo-Mansfeld dated October 28, 2001. Incorporated by
              reference to Exhibit 10.9 to Cabot L.P.'s Annual Report on Form
              10-K for the year ended December 31, 2001.

10.10         Amendment to Letter of Employment between Cabot L.P. and Robert E.
              Patterson dated October 28, 2001. Incorporated by reference to
              Exhibit 10.10 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2001.

10.11         Amendment to Letter of Employment between Cabot L.P. and Franz
              Colloredo-Mansfeld dated October 28, 2001. Incorporated by
              reference to Exhibit 10.11 to Cabot L.P.'s Annual Report on Form
              10-K for the year ended December 31, 2001.

10.12         Amendment to Letter of Employment between Cabot L.P. and Andrew D.
              Ebbott dated October 28, 2001. Incorporated by reference to
              Exhibit 10.12 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2001.

                                       90

<PAGE>

10.13         Amendment to Letter of Employment between Cabot L.P. and Howard B.
              Hodgson, Jr. dated October 28, 2001. Incorporated by reference to
              Exhibit 10.13 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2001.

10.14         Amendment to Letter of Employment between Cabot L.P. and Neil E.
              Waisnor dated October 28, 2001. Incorporated by reference to
              Exhibit 10.14 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2001.

10.15         Amendment to Letter of Employment between Cabot L.P. and Eugene F.
              Reilly dated October 28, 2001. Incorporated by reference to
              Exhibit 10.15 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2001.

10.16         Amendment to Letter of Employment between Cabot L.P. and Ferdinand
              Colloredo-Mansfeld dated December 5, 2001. Incorporated by
              reference to Exhibit 10.16 to Cabot L.P.'s Annual Report on Form
              10-K for the year ended December 31, 2001.

10.17         Amendment to Letter of Employment between Cabot L.P. and Robert E.
              Patterson dated December 5, 2001. Incorporated by reference to
              Exhibit 10.17 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2001.

10.18         Amendment to Letter of Employment between Cabot L.P. and Franz
              Colloredo-Mansfeld dated December 5, 2001. Incorporated by
              reference to Exhibit 10.18 to Cabot L.P.'s Annual Report on Form
              10-K for the year ended December 31, 2001.

10.19         Amendment to Letter of Employment between Cabot L.P. and Andrew D.
              Ebbott dated December 5, 2001. Incorporated by reference to
              Exhibit 10.19 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2001.

10.20         Amendment to Letter of Employment between Cabot L.P. and Howard B.
              Hodgson, Jr. dated December 5, 2001. Incorporated by reference to
              Exhibit 10.20 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2001.

10.21         Amendment to Letter of Employment between Cabot L.P. and Neil E.
              Waisnor dated December 5, 2001. Incorporated by reference to
              Exhibit 10.21 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2001.

10.22         Amendment to Letter of Employment between Cabot L.P. and Eugene F.
              Reilly dated December 5, 2001. Incorporated by reference to
              Exhibit 10.22 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2001.

                                       91

<PAGE>

10.23         Cabot Trust 1999 Long-Term Incentive Plan. Incorporated by
              reference to Exhibit 10.15 to Cabot Trust's Annual Report on 10-K
              for the year ended December 31, 1999.

                                       92

<PAGE>

10.24         Cabot Trust Severance Pay Plan. Incorporated by reference to
              Exhibit 10.17 to Cabot L.P.'s Annual Report on Form 10-K for the
              year ended December 31, 2000.

10.25         Loan Agreement dated as of December 5, 2001 by and among Calwest
              Industrial Properties LLC, Rooster Acquisition Corp., the lenders
              set forth therein, Goldman Sachs Mortgage Company, LaSalle Bank
              National Association, Deutsche Bank AG and Bank of America, N.A.
              Incorporated by reference to Exhibit 99 (b)(1) to Calwest's
              Schedule TO filed on November 5, 2001.

10.26         Revolving Credit Agreement dated as of February 5, 2002 among
              Cabot L.P., JPMorgan Chase Bank, Bank of America, N.A., Bank One,
              NA, Fleet National Bank, Commerzbank Aktiengesellschaft and the
              other parties listed therein. Incorporated by reference to Exhibit
              10.26 to Cabot L.P.'s Annual Report on Form 10-K for the year
              ended December 31, 2001.

10.27         Investment Advisory Agreement dated as of December 7, 2001 between
              Cabot L.P., Cabot Trust, RREEF and other parties listed therein.
              Incorporated by reference to Exhibit 10.27 to Cabot L.P.'s Annual
              Report on Form 10-K for the year ended December 31, 2001.

10.28         Operations Agreement dated as of December 7, 2001 between Cabot
              L.P., Cabot Trust, RREEF and RREEF Management Company.
              Incorporated by reference to Exhibit 10.28 to Cabot L.P.'s Annual
              Report on Form 10-K for the year ended December 31, 2001.

12.1          Ratio of Earnings to Fixed Charges.

21.1          Subsidiaries of Cabot L.P.

99.1          Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
              Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

99.2          Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
              Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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<PAGE>

                             REPORTS ON FORM 8-K

On May 3, 2002, Cabot L.P. filed a Form 8-K dated April 29, 2002, to report
information under Item 4 of Form 8-K, Changes in Registrant's Certifying
Accountant.

On July 3, 2002, Cabot L.P. filed a Form 8-K dated June 28, 2002, to report
information under Item 5 of Form 8-K, Other Events.

On August 15, 2002, Cabot L.P. filed a Form 8-K dated August 1, 2002, as amended
on September 27, 2002, to report information under Items 2 and 7 of Form 8-K.

On October 3, 2002, Cabot L.P. filed a Form 8-K dated September 11, 2002, to
report information under Item 5 of Form 8-K.

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