ASSIGNMENT OF MORTGAGES AND NOTE
                                475 Fifth Avenue
                               New York, New York

       Fleet Bank, National  Association,  as Agent, having its principal office
at 1133  Avenue of the  Americas,  40th  Floor,  New York,  New York  10036 (the
"Assignor"),  the lawful owner and holder,  as agent, of those certain mortgages
described on EXHIBIT A attached hereto (the "Mortgages"), and of the $22,594,880
Demand Note of even date herewith secured thereby (the "Note"), in consideration
of $10.00 and other good and valuable  consideration  paid to Assignor by Heller
Financial,  Inc. having an office at 500 West Monroe Street,  Chicago,  Illinois
60661 (the "Assignee"), hereby assigns unto the Assignee the Mortgages, together
with the Note or obligations  described in or secured by the Mortgages,  and the
money due and to become  due  thereunder.  The  Mortgages  cover  premises  more
particularly described on EXHIBIT B attached hereto.

       This assignment is made without recourse, representation and/or warranty,
express or implied.

       IN WITNESS WHEREOF,  the Assignor has duly executed this assignment as of
August 9, 1999.

                                         FLEET BANK, NATIONAL ASSOCIATION,
                                         as Agent


                                         By:      /s/ James E. Mirman
                                                  ------------------------------

                                                  James E. Mirman
                                                  Vice President


Record and Return to:
Arnold & Porter
399 Park Avenue
New York, New York 10022-4690
Attention:  Michael J. Canning, Esq.

<PAGE>



STATE OF NEW YORK       )
                        :  ss.:
COUNTY OF NEW YORK      )

       On the  ______  day of  __________  in  the  year  1999  before  me,  the
undersigned,  personally  appeared  James E. Mirman,  personally  known to me or
proved to me on the basis of  satisfactory  evidence to be the individual  whose
name is  subscribed  to the within  instrument  and  acknowledged  to me that he
executed the same in his capacity,  and that by his signature on the instrument,
the  individual,  or the  person  upon  behalf  of which the  individual  acted,
executed the instrument.



------------------------------------
Signature and Office of individual
taking acknowledgement

                                       2

<PAGE>




                                    EXHIBIT A

                                  The Mortgages

       1. Mortgage,  Assignment of Leases and Rents and Security  Agreement from
Corporate Realty Income Fund I, L.P. to Fleet Bank, National Association, in the
original principal amount of $20,207,000.00, dated December 6, 1996 and recorded
on  December  12,  1996 in the  office of the City  Register,  New York  County,
December  12,  1996 in Reel 2402,  Page 593;  which  mortgage  was  assigned  by
Assignment of Mortgage Without Covenant from Fleet Bank, National Association to
Fleet Bank,  National  Association,  as Agent (under that certain Loan Agreement
dated  September 26, 1996 by and between Fleet Bank,  National  Association  and
Corporate  Realty  Income  Fund I, L.P.,  as  amended)  dated March 26, 1997 and
recorded on June 9, 1997 in Reel 2463, Page 1778.

       2. Second Mortgage, Assignment of Leases and Rents and Security Agreement
from Corporate Realty Income Fund I, L.P. to Fleet Bank, National Association as
Agent in the original  principal  amount of $2,387,880 dated as of September 25,
1998 and recorded on November 10, 1998 in the office of the City  Register,  New
York County at Reel 2748, Page 1075.


                                       3

<PAGE>




                                    EXHIBIT B

                      Premises located at 475 Fifth Avenue,
                               New York, New York

ALL that certain plot, piece or parcel of land, situate,  lying and being in the
Borough of Manhattan,  County, City and State of New York, bounded and described
as follows:

BEGINNING at the corner formed by the intersection of the easterly side of Fifth
Avenue with the southerly side of 41st Street;

RUNNING THENCE easterly along the southerly side of 41st Street, 140 feet 1/2 of
an inch;

THENCE  southerly  parallel with Fifth Avenue and part of the distance through a
party  wall,  103 feet 8 inches,  more or less,  to the  lands  now or  formerly
belonging to James McBriar;

THENCE  westerly or  southwesterly  along the lands of James McBriar,  41 feet 8
inches,  more or less, to a point distant 98 feet 4 1/2 inches easterly from the
easterly side of Fifth Avenue and distant 104 feet 11 inches  southerly from the
southerly side of 41st Street;

THENCE westerly  parallel with 41st Street, 98 feet 4 1/2 inches to the easterly
side of Fifth Avenue;

THENCE northerly along the easterly side of Fifth Avenue,  104 feet 11 inches to
the point or place of BEGINNING.