Exhibit 10.1

SIXTH AMENDMENT TO
FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF
LEPERCQ CORPORATE INCOME FUND L.P.

This SIXTH AMENDMENT TO FIFTH AMENDED AND RESTATED AGREEMENT OF
LIMITED PARTNERSHIP OF LEPERCQ CORPORATE INCOME FUND L.P. (this "Amendment") is
made and effective as of January 3, 2005 by and among the entities and
individuals signatory hereto.

A. Lepercq Corporate Income Fund L.P., a Delaware limited
partnership (the "Partnership"), is governed by that certain Fifth Amended and
Restated Agreement of Limited Partnership, dated as of December 31, 1996, as
amended by Amendment No. 1 thereto dated as of December 31, 2000, by First
Amendment thereto effective as of June 19, 2003, by Second Amendment thereto
effective as of June 30, 2003, by Third Amendment thereto effective as of
December 31, 2003, by Fourth Amendment thereto effective as of October 28, 2004,
and by Fifth Amendment thereto effective as of December 8, 2004 (the
"Agreement"). Unless otherwise defined, all capitalized terms used herein shall
have such meaning ascribed such terms in the Agreement.

B. Lexington Corporate Properties Trust, a Maryland real estate
investment trust ("LXP") is the sole unitholder of each of (i) Lex GP-1 Trust, a
Delaware statutory trust ("Lex GP") and (ii) Lex LP-1 Trust, a Delaware
statutory trust ("Lex LP"). Lex GP is the general partner of the Partnership,
Lepercq Corporate Income Fund L.P., a Delaware limited partnership, and Net 3
Acquisition L.P., a Delaware limited partnership (collectively, the "Operating
Partnerships"). Lex LP is the Initial Limited Partner of each of the Operating
Partnerships.

C. Pursuant to that certain Underwriting Agreement, dated as of
December 2, 2004, by and among Bear, Stearns & Co. Inc. (the "Underwriter "), on
the one hand, and LXP and the Operating Partnerships, on the other, and as of
the date hereof, LXP has completed the offer and sale (the "Offering") to the
Underwriter of an additional 400,000 preferred shares of beneficial interest,
classified as 6.50% Series C Cumulative Convertible Preferred Stock, par value
$0.0001 per share, of LXP ("Preferred Shares"), pursuant to a prospectus
supplement dated December 3, 2004 and the accompanying base prospectus dated
October 22, 2003.

D. The Preferred Shares carry a (i) cumulative preferred
dividend, (ii) liquidation preference and (iii) conversion right.

E. Pursuant to Section 4.2 of the Agreement, the Partnership may
issue additional partnership interests to LXP and its affiliates in connection
with the issuance of shares by LXP provided LXP makes a capital contribution to
the Partnership of the proceeds raised in connection with such issuance.

F. LXP has agreed to contribute a portion of the proceeds of the
Offering to the Partnership in exchange for Series C Preferred Operating
Partnership Units ("Preferred OP Units") in the Partnership to be issued to an
affiliate of LXP, Lex LP.

G. As required by Section 4.2 of the Agreement, the Preferred OP
Units have designations, preferences and other rights such that the economic
interests are substantially similar to the designations, preferences and other
rights of the Preferred Shares, as further described and set forth in the
Certificate of Designation for the Preferred OP Units dated as of December 8,
2004.

H. As of the date hereof, and pursuant to the terms of the
Agreement, the parties hereto desire to amend the Agreement to reflect the
issuance of an additional 280,150 Preferred OP Units to Lex LP as well as all
other changes in the ownership of Partnership Units since the date of the
Agreement by amending and restating Exhibit A to the Agreement.

NOW, THEREFORE, the undersigned, being desirous of effectuating
the foregoing and amending the Agreement accordingly, hereby enter into this
Amendment and amend the Agreement as follows:

1. Preferred OP Units. Lex LP is hereby issued 280,150 Preferred
OP Units and shall have the rights, preferences and privileges as set forth in
the Certificate of Designation. To the extent there is a conflict between the
terms of the Certificate of Designation and the terms of the Agreement, the
terms of the Certificate of Designation shall control.

2. Exhibit A. Exhibit A to the Agreement is deleted in its
entirety and replaced with Exhibit A hereto.

3. Miscellaneous. Except as amended hereby, the Agreement shall
remain unchanged and in full force and effect.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

A-2

IN WITNESS WHEREOF, the parties hereto have executed this
Amendment on behalf of the Partnership in accordance with the provisions of
Section 14.1 of the Agreement as of the date first written above.

GENERAL PARTNER:

LEX GP-1 TRUST

By: /s/ T. Wilson Eglin
-------------------------------
T. Wilson Eglin
President

EXHIBIT A

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Percentage
Name and Address of Partner Capital Partnership Interest of Redemption
Contribution Units Class Exercise Date
- ---------------------------------------------------------------------------------------------------------------

General Partner
- ---------------

Lex GP-1 Trust $100 217,387 0.84731% N/A

Limited Partner
- ---------------

Lex LP-1 Trust $100 21,487,537.5 83.75165% N/A

Series B Preferred Limited Partner
- ----------------------------------

Lex LP-1 Trust $52,645,950 2,105,838 100% (of N/A
Series B)

Series C Preferred Limited Partner
- ----------------------------------

Lex LP-1 Trust $105,708,644.63 2,171,166 100% (of N/A
Series C)

Special Limited Partners 0.42159%
- ------------------------

Douglas S. Altabef ___ 6,556 N/A

The LCP Group, L.P. ___ 28,057 N/A

Ellen C. Monk ___ 4,065.5 N/A

Terrell R. Peterson Trust dtd. 4/5/90 ___ 2,608 N/A

E. Robert Roskind Family, L.P. ___ 41,813 N/A

Richard J. Rouse ___ 16,063 N/A

Edward C. Whiting ___ 9,001 N/A

Dubuque Limited Partner 15-Jan-99
- -----------------------

Wellington Real Estate Investments L.P. 12,893 0.05025% 6-Dec-02

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Name and Address of Partner Capital Partnership Percentage Redemption
Contribution Units Interest Exercise Date
- ---------------------------------------------------------------------------------------------------------------

Property Limited Partners
- -------------------------

1) Barngiant Livingston(1) 0.06020% March 1, 2004

John Heubel 0.25 1,951

Leone Heubel 0.25 1,951

Antony Monk Ins. Trust f/b/o Joanna Monk 0.00033 135

Antony Monk Ins. Trust f/b/o Jonathan Monk0.00033 136

Antony Monk Ins. Trust f/b/o Samantha Monk0.00033 135

Ellen C. Monk 0.001 406

F/B/O Jeffrey W. Pomerantz (Harry 0.5 3,902
Pomerantz Trust)

F/B/O Michele P. Kolz (Harry Pomerantz 0.5 3,902
Trust)

D. Swarzman 0.125 976

J. Swarzman 0.125 975

L. Swarzman 0.125 975

2) Barnhale Modesto 0.11003% February 1, 2006

Roger Brooks 1,655

Jeffrey Caspe 115.5 4,967

Richard Caspe 77 3,311

Richard Jacobson 3,311

Dwight L. Long Trust 1,655

_____________________________
1 For purposes of Section 5.1, Property Limited Partners that
contributed interests in Barngiant Livingston (except for Kirschner
Brothers Oil Co.) shall be entitled to cash distributions of $2,200
annually in 1996 through 2003, and $350 in 2004.

A-2

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Albert J. Mintzer, Trustee
Albert J. Mintzer Revocable Trust dtd
3/24/92 38.5 1,656

Estate of Thomas S. Nurnberger 1,655

Jack Pester 77 3,311

Sheldon I. Rips 19.25 1,655

Renee G. Rubinow Soskin Trust 1,655

William A. Stauffer 19.25 1,656

E. Robert Roskind 20.2 872
(economic interest only)

Barnes Properties, Inc. 20.2 871
(economic interest only)

3) Barnes Rockshire 0.11453% March 1, 2005

Daniel R. Baty 1 3,672

Charles W. Coker, Jr. 1 3,672

Richard M. Durwood 1.5 5,508

William Fromm 1 3,672

The Residuary Trust U/W Isadore L. 0.5 1,836
Krischner

Antony Monk Ins. Trust f/b/o Joanna Monk 0.00050 2

Antony Monk Ins. Trust f/b/o Jonathan Monk0.00025 1

Antony Monk Ins. Trust f/b/o Samantha Monk0.00025 1

Ellen C. Monk 0.001 4

Albert Silverman 1 3,672

Randi C. Halpern TTEE 0.5 1,836

Karin Alyce Silverman TTEE 0.5 1,836

R. James Thornton 1 3,672

A-3

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

4) Barnvyn Bakersfield 0.06977% January 1, 2003

John P. Jennings 6,257

Robert Miller 1.47 5,485

(William D.) Kimpton Revocable Trust 0.26 978

Jack Brownstein 5,181

5) Barnhech Montgomery(2) 0.03651% May 1, 2006

Crestar Bank, Co-Ttee u/a dtd 1/31/86 1 1,703
James A. Linen IV Irrevocable Trust

Charles R. Perko 1 1,703

Rogers Living Trust, dtd 10/7/97 0.5 852
William A. Rogers III & Shirley Rogers

Herbert G. Roskind, Jr. 0.5 852

Gary Smith 1 1,703

Bruce A. Wallis 0.25 426

Lynda W. Johnson 0.25 426

Jacqueline Gay Gaines 1,703

6) Barnward Brownsville 0.09570% November 2, 2004

Aaron David Bear 1 5,424

Robert Bole 1 5,424

Barry Pidgeon 1 5,424

E. Robert Roskind 0.26 1,428
(economic interest only)

_____________________________
2 For purposes of Section 5.1, Property Limited Partners that
contributed interests in Barnhech Montgomery shall be entitled to cash
distributions of $490 annually in 1996 through 2005, and $163 in 2006.

A-4

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Barnes Properties, Inc. 0.26 1,428
(economic interest only)

Red Butte Limited Partners 4.74797% May 22, 1998
- --------------------------

Partners of Barnshore Associates

-E. Robert Roskind Family L.P. 4,245

-Ellen C. Monk 2,122

-Richard J. Rouse 2,123

-Edward C. Whiting 2,123

-Steven Boughner 2,123

-Peter Kinnunen 1,061

-Terrell R. Peterson Trust 1,061
dtd. 4/5/90

Abbott, Mary I. Family Trust 16,921

Babush, R.K. 1,811

Baer, Verdilla 33,842

Barry, Joanne 8,461

Becker, Warren J. 16,921

Sharon Bracken, Trustee, Sharon Bracken 33,842
Marital Trust

Calkins, Windsor & Judy 16,921

Cherrington, James S. 16,921

Dallas, Robert H. (Sr.) 16,921

Danzig, Murray (Alan J. Rubens, escrow 33,842
agent)

Diversi, Henry L. (Jr.) 10,861

Dodds, W. Douglas 16,921

A-5

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Dye Investment Properties #1 33,842

Ebrahimian (Moosa) Family, L.P. 33,842

Falconer Family L.P. 33,842

Flake, Rodney J. Trust 16,921

The Bud and Mary Lou Flocchini Partnership 16,921

The Armando J. and Lena Flocchini Family 16,921
Partnership

Gilbert, Peter G. 5,431

Golia, Dominick T. 37,236

Harrington, Thomas J. 20,315

Healey, Thomas J. 3,734

Irvin, Tinesley H. 10,862

Jacobs, Randolph 33,842

Jenkins, Edward Max Trust 16,921

Jones, Billy Ray 5,431

Jones, J. Curtis 2,716

Kadish, Rosalyn S. 2,716

Kenyon Trust 38,594

Kornman, Jacob S. 1,810

Kotkins, Henry L. (Jr.) 33,842

Kotkins, Henry L. (Sr.) TTEE 33,842

Kremers, Joseph A. 33,842

Krone, Marilyn R. Living Trust 8,147

Legum, Steven F. 5,431

Manlowe, Donald & Virginia 33,842

Maronick, E. Phil 33,842

A-6

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Martin, Eff W. 3,734

Mathews, Glenna C. 16,921

Mazo, (Gerald)/Trust 5,431

McGonacle, Linda & Jim 16,921

Murphy Family Trust 8,461

Murphy, Margaret Trustee 8,460

Neiman, H.F. 1,810

Obernauer, Marne (Jr.) 20,315

Obie, Gordon T. 16,921

Post, Allen W. (Jr.) 10,862

Price, Gerald E. 16,921

Rhoad, Estate of Guy C. 37,236

Romney, Gloria Lynn & Clark TTEE 20,315

Schaefer, Robert A. 5,431

Schubach, Robert M. 33,842

Schwartz, Richard J. 33,842

Sherry, Henry I. 5,431

Stephenson, Leroy 33,842

Strimatter, Paul L. 8,460

Thompson Revocable Living Trust 33,842

Weaver, (The) Judith Family LLC 16,921

Weaver, Terry M. 16,921

Whitmore, George M. (Jr.) 5,431

John C. Williams Trustee, Red Butte Creek 2,716
Trust

Young, Raymond 5,431

A-7

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

The LCP Group, L.P. 50,204

The Roskind Family Foundation, Inc. 3,100

Trustees of Columbia University 9,600

Jack Shaffer Scholarship Fund 2,200

Cleveland Clinic Foundation 3,600

Richard J. Rouse 9,302

Expansion Limited Partners
- --------------------------

1) Toy Properties Associates II 0.25293% January 15, 1999

Brooks, Bonnie Jo 854

Burnett, Pamela A. 569

Carolyn A. Butler 854

Lee C. Butler 854

Robert C. Dickson 1,707

Patricia E. Dupree 1,707

Robert L. Dupree 1,707

Dr. John M. Gallus 1,707

W.C. Gilbert 3,414

Robert Hecht 1,707

Johnson Living Trust 1,707

Jennifer Kastelic 569

James R. Keller 1,707

Oliver W. Lund 1,707

David L. Mitchell 1,707

Lawrence E. Mulkerin 1,707

Wayne H. Nay 853

A-8

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

James E. Rottsolk 1,707

Dr. Allen Ruth 1,707

Earl L. Sherron, Jr. 1,707

Joseph F. Sutter 1,707

WAT Enterprises Limited Partnership 1,707
("Thielman")

Mary Lou Tillay 1,707

L. Suzan Watson 569

Zavrski, Lynne 1,707

O.K.O.W. Investors (Special LP) 3,628
(Special LP)

The LCP Group, L.P. 18,065

Richard J. Rouse 4,696

E. Robert Roskind Family, L.P. 327

Ellen C. Monk 163

Edward C. Whiting 196

Terrell R. Peterson Trust dtd. 4/5/90 131

Peter Kinnunen 131

2) Toy Properties Associates V 0.11771% January 15, 1999

Leonard V. Ackermann, DDS 778

George L. and Donna L. Adams 778

9401 Allied L.P. 778

John R. Bedingfield, Jr., MD 778

Stephen P. Boger, DDS 778

James L. Bridge, Jr. 778

John Richard Burg, MD 778

A-9

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Eva P. Csathy 778

Archie R. and Nancy H. Dykes 778

George W. Flynn 778

Gordon G. Fowler 778

Burton J. Iverson 778

Douglas A. Jensen 778

James P. Larkin 778

W. Jack Lovern 778

Miles A. Nelson 778

Terry O. Noble 778

Michael D. O'Leary, DDS 778

Ruth P. Ruben 778

Thomas T. Schattenberg 778

Robert and Kathleen Schlangen 778

Thomas E. and Connie J. Taff 778

Luis W. and Pacita Tam 778

The LCP Group, L.P. 9,601

Richard J. Rouse 1,958

E. Robert Roskind Family, L.P. 238

Ellen C. Monk 119

Edward C. Whiting 146

Terrell R. Peterson Trust dtd. 4/5/90 97

Peter Kinnunen 97

Francois Letaconnoux 51

3) Fort Street Partners 0.73443% January 15, 2006

A-10

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Marilyn Anixter Allen 2,262

Robert M. Arnold 6,855

Fred R. Backer 6,855

Thomas E. Burton 6,855

Carole Anixter Cohen 2,331

Donald De Pinto, MD 6,855

Averell Fisk 2,285

Robert Fisk 9,140

James Flood 27,420

The Goddard Revocable Trust 2,262

James W. Gosselin 1,713

Mary Lee Beuregard 1,714

Carol A. Claypool 1,714

Edward W. Gosselin 1,714

Bruce A. Gregga 6,855

David Haley 6,855

Guenther P. Koenkow 6,855

Leonard and Caroline S. Lorberbaum 13,710

Averell H. Mortimer 6,855

David Mortimer 6,855

Gary W. Rollins 13,710

R. Randall Rollins 13,710

W. Dieter Tede 6,855

C. Joseph Tyree 6,855

Stephen P. Glennon 1,662

E. Robert Roskind 208

A-11

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Richard J. Rouse 208

Richard J. Rouse 3,815 January 15, 1999

The LCP Group, L.P. 13,444 January 15, 1999

A-12

Pacific Place Limited Partners Supplement
-----------------------------------------

As a result of the merger of the Partnership with Pacific Place
Partners Ltd. ("Pacific Place") on March 10, 1997, the General Partner has
authorized the issuance of Partnership Units to all former partners of Pacific
Place (the "Pacific Place Limited Partners") in the amounts specified on Exhibit
A-1 attached hereto and made a part hereof. For purposes of applying the terms
and conditions of the Partnership Agreement, the Pacific Place Limited Partners
shall be Partners of the Partnership with the rights and obligations of
Additional Limited Partners.

For purposes of Section 5.1 of the Partnership Agreement, each
Pacific Place Limited Partners shall be entitled to receive distributions with
respect to each Partnership Unit equal to the cash dividend payable with respect
to each share of LXP common stock, determined at the time of each quarterly
distribution.

For purposes of Sections 6.1A and 6.1B of the Partnership
Agreement, allocations of Net Income and Net Loss by the Partnership generally
shall be made after giving effect to all allocations of taxable income to the
Pacific Place Limited Partners. Taxable income shall be specially allocated to
the Pacific Place Limited Partners in an amount equal to, but not in excess of,
the cash distributed to the Pacific Place Limited Partners; provided, however,
that the Pacific Place Limited Partners shall be allocated taxable income (i) as
otherwise required in Exhibit B and C of the Partnership Agreement, and (ii)
resulting from the transaction in which the Replacement Property (as defined
below) was acquired. For purposes of Section 6.1C of the Partnership Agreement,
Nonrecourse Liabilities of the Partnership shall be allocated to account for any
income or gain to be allocated to the Pacific Place Limited Partners pursuant to
Sections 2.B and 2.D of Exhibit C, in the same priority as Nonrecourse
Liabilities are allocated to the Property Limited Partners, the Red Butte
Limited Partners, the Expansion Limited Partners and any subsequent Additional
Limited Partners that are admitted to the Partnership. The Partnership covenants
to retain sufficient Nonrecourse Liabilities to permit the allocation of such
Nonrecourse Liabilities to the Pacific Place Limited Partners in an amount
sufficient to avoid recapture of tax liability with respect to the Pacific Place
Limited Partners' negative capital accounts.

For purposes of Section 8.4 of the Partnership Agreement, on
April 15, 1999, and on each January 15, April 15, July 15 and October 15
thereafter (each a "Notice Date"), each Pacific Place Limited Partner shall have
the right (the "Pacific Place Limited Partner Redemption Right") to require the
Partnership to redeem on a Specified Redemption Date the Partnership Units held
by a Pacific Place Limited Partner for the Redemption Amount to be delivered by
the Partnership; provided, however, that a Pacific Place Limited Partner must
convert a number of Partnership Units equal to at least the lesser of (i)1,000
Partnership Units, or (ii) all of the Partnership Units held by such Partner.
The Pacific Place Limited Partner Redemption Right shall be exercised pursuant
to a Notice of Redemption (substantially in the form of Exhibits D-1 through D-4
modified to reflect the Pacific Place Limited Partner) delivered to the General
Partner and LXP on a Notice Date by the Pacific Place Limited Partner who is
exercising the redemption right (the "Pacific Place Redeeming Partner"). The
Pacific Place Redeeming

A-13

Partner shall have no right, with respect to any Partnership Units so redeemed,
to receive any distributions paid after the Specified Redemption Date. The
Partnership covenants to cause the registration of any LXP Common Stock issued
in connection with a redemption in such a manner as is required so that the
shares of LXP Common Stock issued in connection with such redemption are freely
transferable. The Assignee of any Pacific Place Limited Partner may exercise the
redemption rights of such Pacific Place Limited Partner, and such Pacific Place
Limited Partner shall be deemed to have assigned such rights to such Assignee
and shall be bound by the exercise of such rights by such Assignee. In
connection with any exercise of such rights by such Assignee on behalf of such
Pacific Place Limited Partner, the Redemption Amount shall be delivered by the
Partnership directly to such Assignee and not to such Pacific Place Limited
Partner.

The Partnership Units held by the Pacific Place Limited Partners
shall be subject to redemption by the Partnership if otherwise required by the
terms of the Partnership Agreement.

The Partnership hereby covenants not to dispose of its interest
in those certain properties located at 6 Doughton Rd., New Kingston, Pa., 34 E.
Main St., New Kingston, Pa., and 245 Salem Church Rd., Mechanicsburg, Pa., (the
"Replacement Property") prior to March 1, 2002 without the prior consent of the
holders of fifty one percent (51%) of the Partnership Units held by Pacific
Place Limited Partners, except in the event of a foreclosure or in the event the
Partnership determines that such a disposition is necessary to ensure its
continued qualification as a real estate investment trust. In any event in which
the Partnership determines to dispose of the Replacement Property, the
Partnership agrees to use its best efforts to structure such a disposition as an
exchange that meets the requirements of Code Section 1031. Notwithstanding the
foregoing, if the Partnership does dispose of its interest prior to April 15,
1999, then the General Partner shall provide prompt written notification to the
Pacific Place Limited Partners of such disposition and each such Pacific Place
Limited Partner may exercise its Pacific Place Limited Partner Redemption Right
on the last Business Day of the calendar year in which such disposition occurs
or, if later, ten (10) Business Days following the consummation of such
transaction.

LXP agrees to enter into a Guaranty Agreement with the
Partnership on the date the Pacific Place Limited Partners are admitted to the
Partnership, on terms reasonably satisfactory to LXP and the Partnership,
pursuant to which LXP shall guaranty the obligations of the Partnership to pay
the Redemption Amount on the Specified Redemption Date. Each of the Pacific
Place Redeeming Partner, LXP, the Partnership and the General Partner shall
treat the transaction between LXP and the Pacific Place Redeeming Partner as a
sale of the Pacific Place Redeeming Partner's Partnership Units to LXP or the
General Partner, as the case may be, for federal income tax purposes. Each
Pacific Place Redeeming Partner agrees to execute such documents as the
Partnership may reasonably require in connection with the issuance of REIT
shares upon exercise of the Pacific Place Limited Partner Redemption Right.

A-14

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Pacific Place Limited Partners 1.49370% April 15, 1999
- ------------------------------

Dr. Stuart D. Aaron 1,543

Dr. Kenneth H. Adler 772

Dr. Norman I. Agin 1,543

James J. Akers, Trustee 771
u/a dated 12/28/90

Phyllis M. Akers, Trust 772

Douglas J. Backman 1,543

C. Peter Beler 1,543

William C. Butcher 386

Shoppers Village Associates 1,543

c/o Steven H. Caller

Steven H. Caller 1,188

Chappy Partners 72,000

Louis G. Chiodini 772

Harry S. Cohen 1,543

Robert S. Cohen 1,543

Dr. Robert L. Diaz 3,085

Marvin J. Dolinka 772

William D. Evans 1,543

Elizabeth A. Fendell 772

Dr. Gerald Finerman 1,543

Ronald T. Fredette 2,314

David Freishtat and 1,157
Paul Sandler

Dr. & Mrs. Mithlesh Govil 1,543

A-15

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Marilyn R. Heller Trust 1,543

Joe M. Henson 1,543

Gloria Hillman 771

Dr. Phillip L. Horowitz 1,543

Investment Capital Associates 1,619

ICA Pacific Place, Inc. 3,373

John C. Isaacs, III Ranch, Ltd. 1,543

Sam S. Isaacs Ranch, Ltd. 1,542

Marsha Caller Jaffee 1,188

Dr. Bernard J. Judis 771

David A. Katz 772

Jay Latterman and 385
Jack Goldsmith

Earl M. Latterman 772

Bernard B. Latterman 772

King Laughlin 1,687

Stephen P. Lawrence 89,300

Martin C. Leibowitz Revocable Trust 88,906

Barry Z. Liber 3,085

Ronald U. Lurie 772

John McCallum 1,620

Richard G. McCauley 1,543

Richard Mrad 5,399

Dr. Vijayachandra S. Nair 1,543

Godfrey P. Padberg Marital Trust 1,543

Pell Holdings 39,100

A-16

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Irving L. Peterson 1,543

John Allen Pierce 1,687

Dr. Sonja S. Pinsky 1,543

Lawrence Raskin 1,296

Ernest E. & Mary B. Renaud 1,543

Irving Rosenstein 1,188

Arthur R. Salomon 2,314

Paul Sandler & David Freishtat 386

Dr. Sylvan Sarasohn 1,543

Dr. Michael J. Schou 1,543

Antonia Shusta 386

Dr. William R. Sloan 1,543

Irving Spivak 772

Jeffrey P. Stern 1,543

Dr. William Sternfeld 1,543

Dr. Norman A. Stokes 771

Marilyn A. Teague Revocable Trust 1,543

James M. Tushman 1,543

Thomas E. Tushman 771

Dr. & Mrs. Irving Waldman 771

Mr. & Mrs. Neil Wolfson 1,543

Andrew S. Wolfson 1,543

A-17

Phoenix Limited Partners Supplement
-----------------------------------

As a result of the contribution of the interests in the Phoenix
Hotel Associates Limited Partnership ("Phoenix") on January 29, 1998, the
General Partner pursuant to Section 4.2.A and Sections 14.1.B(2) and 14.1.B(3)
of this Agreement has authorized the issuance of Partnership Units to those
former partners of Phoenix (the "Phoenix Limited Partners") electing to
contribute all or a portion of their interests to the Partnership. Each Phoenix
Limited Partner shall receive the number of Units specified below. For purposes
of applying the terms and conditions of the Partnership Agreement, the Phoenix
Limited Partners shall be Partners of the Partnership with the rights and
obligations of Additional Limited Partners.

For purposes of Section 5.1 of the Partnership Agreement, each
Phoenix Limited Partner shall be entitled to receive distributions with respect
to each Partnership Unit equal to the cash dividend payable with respect to each
share of LXP common stock, determined at the time of each quarterly distribution
beginning with the distribution payable to shareholders of record of LXP on
January 30, 1998.

For purposes of Sections 6.1A and 6.1B of the Partnership
Agreement, allocations of Net Income and Net Loss by the Partnership generally
shall be made after giving effect to all allocations of taxable income to the
Phoenix Limited Partners. Pursuant to the General Partners' authority in Section
14.1.B(3), Partnership taxable income shall be specially allocated to the
Phoenix Limited Partners in an amount equal to, but not in excess of, all cash
distributions to the Phoenix Limited Partners; provided, however, that the
Phoenix Limited Partners shall be allocated taxable income (i) as otherwise
required in Exhibit B and C of the Partnership Agreement, and (ii) resulting
from the transaction in which the Replacement Property (as defined below) was
acquired. For purposes of Section 6.1C of the Partnership Agreement, Nonrecourse
Liabilities of the Partnership shall be allocated to account for any income or
gain to be allocated to the Phoenix Limited Partners pursuant to Sections 2.B
and 2.D of Exhibit C, in the same priority as Nonrecourse Liabilities are
allocated to the Property Limited Partners, the Red Butte Limited Partners, the
Expansion Limited Partners, the Phoenix Limited Partners, the Savannah Limited
Partners and any subsequent Additional Limited Partners that are admitted to the
Partnership. The Partnership covenants to retain sufficient Nonrecourse
Liabilities to permit the allocation of such Nonrecourse Liabilities to the
Phoenix Limited Partners in an amount sufficient to avoid recapture of tax
liability with respect to the Phoenix Limited Partners' negative capital
accounts.

For purposes of Section 8.4 of the Partnership Agreement, on
January 15, 1999, and on each January 15, April 15, July 15 and October 15
thereafter (each a "Notice Date"), each Phoenix Limited Partner shall have the
right (the "Phoenix Limited Partner Redemption Right") to require the
Partnership to redeem on a Specified Redemption Date the Partnership Units held
by a Phoenix Limited Partner for the Redemption Amount to be delivered by the
Partnership; provided, however, that a Phoenix Limited Partner must convert a
number of Partnership Units equal to at least the lesser of (i) 1,000
Partnership Units, or (ii) all of the Partnership Units held by such Partner.
The Phoenix Limited Partner Redemption Right shall be exercised pursuant to a

A-18

Notice of Redemption (substantially in the form of Exhibits D-1 through D-4
modified to reflect the Phoenix Limited Partner) delivered to the General
Partner and LXP on a Notice Date by the Phoenix Limited Partner who is
exercising the redemption right (the "Phoenix Redeeming Partner"). The Phoenix
Redeeming Partner shall have no right, with respect to any Partnership Units so
redeemed, to receive any distributions paid after the Specified Redemption Date.
The Partnership covenants to cause the registration of any LXP Common Stock
issued in connection with a redemption in such a manner as is required so that
the shares of LXP Common Stock issued in connection with such redemption are
freely transferable. The Assignee of any Phoenix Limited Partner may exercise
the redemption rights of such Phoenix Limited Partner, and such Phoenix Limited
Partner shall be deemed to have assigned such rights to such Assignee and shall
be bound by the exercise of such rights by such Assignee. In connection with any
exercise of such rights by such Assignee on behalf of such Phoenix Limited
Partner, the Redemption Amount shall be delivered by the Partnership directly to
such Assignee and not to such Phoenix Limited Partner.

The Partnership Units held by the Phoenix Limited Partners shall
be subject to redemption by the Partnership if otherwise required by the terms
of the Partnership Agreement.

The Partnership hereby covenants not to permit Phoenix to dispose
of its interest in those certain properties acquired by Phoenix in connection
with its rights under that certain Exchange Agreement dated December 29, 1997
between Phoenix and Security Trust Company (the property so acquired, the
"Replacement Property") prior to January 1, 2003 without the prior consent of
the holders of fifty-one percent (51%) of the Partnership Units held by Phoenix
Limited Partners, except in the event of a foreclosure or in the event the
Partnership determines that such a disposition is necessary to ensure its
continued qualification as a real estate investment trust. In any event in which
the Partnership determines to cause Phoenix to dispose of the Replacement
Property, the Partnership agrees to use its best efforts to cause Phoenix to
structure such a disposition as an exchange that meets the requirements of Code
Section 1031. Notwithstanding the foregoing, if the Partnership does dispose of
its interest prior to January 15, 1999, then the General Partner shall provide
prompt written notification to the Phoenix Limited Partners of such disposition
and each such Phoenix Limited Partner may exercise its Phoenix Limited Partner
Redemption Right on the last Business Day of the calendar year in which such
disposition occurs or, if later, ten (10) Business Days following the
consummation of such transaction. In addition, if the Code Section 1031 exchange
described in the Exchange Agreement does not take place, or if such exchange
does not result in a deferral of all of the gain that would have been recognized
upon the sale by Phoenix of the Relinquished Property (as defined in the
Exchange Agreement), then the General Partner shall provide prompt written
notification to the Phoenix Limited Partners and shall cause LCIF to distribute
cash to the Phoenix Limited Partners in redemption of the portion of their LCIF
Units corresponding to the portion of the value of the Relinquished Property
which is treated as transferred in a taxable transaction.

LXP agrees to enter into a Guaranty Agreement with the
Partnership on the date the Phoenix Limited Partners are admitted to the
Partnership, on terms

A-19

reasonably satisfactory to LXP and the Partnership, pursuant to which LXP shall
guaranty the obligations of the Partnership to pay the Redemption Amount on the
Specified Redemption Date. Each of the Phoenix Redeeming Partner, LXP, the
Partnership and the General Partner shall treat the transaction between LXP and
the Phoenix Redeeming Partner as a sale of the Phoenix Redeeming Partner's
Partnership Units to LXP or the General Partner, as the case may be, for federal
income tax purposes. Each Phoenix Redeeming Partner agrees to execute such
documents as the Partnership may reasonably require in connection with the
issuance of REIT shares upon exercise of the Phoenix Limited Partner Redemption
Right.

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Phoenix Limited Partners (Class A Units 3.40508% January 15, 1999
- ------------------------ Contributed)

James Berdell 0.25 12,272

Kemp Biddulph Revocable Trust dtd. 0.5 24,546
5/6/83

Melissa Thaler Brody 1,000

Blair E. Clarkson 250

Thomas B. Clarkson 250

John H. Clarkson 250

Robert W. Clarkson as custodian for
John Robert Wittman 250

deWilde Family Trust 0.25 12,273
dtd. 6/21/90

Richard T. Flaute 0.5 20,000

Frederick Frank 0.5 24,546

Fremar Company 0.1425 6,996

Paul Myron Haas Trust 0.5 24,546

Jerome L. Heard, M.D. 0.5 24,546

Benjamin Jagendorf, M.D. 1 49,093

Edward J. Ledder, Trustee 1 49,093

Edward J. Ledder Rev. Trust u/a/d 4/6/90

Karl L. Matthies 0.25 12,272

A-20

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Ellen C. Monk 6,136

E. Robert Roskind Family, L.P. 0.25 12,272

Ann B. Schroeder TTEE 1 49,093

Robert E. & Ann B. Schroder Marital
Trust U/A dtd. 1/7/82

Benjamin N. Simon 0.5 24,546

Terri Simon TTEE 0.5 24,546

Soren Family Limited Partnership 0.5 24546

Lewis J. Thaler 0.5 18,146

(Class B Units
Contributed)

E. Robert Roskind Family, L.P. 7.5 344,663

Terrell R. Peterson Trust 1.6 73,528
dtd. 4/5/90

Third Lero Corp. 1% G.P. interest 33,957

A-21

Savannah Limited Partners Supplement
------------------------------------

As a result of the contribution of the interests in the Savannah
Waterfront Hotel LLC ("Savannah") on January 29, 1998, the General Partner
pursuant to Section 4.2.A and Sections 14.1.B(2) and 14.1.B(3) of this Agreement
has authorized the issuance of Partnership Units to those former members of
Savannah (the "Savannah Limited Partners") electing to contribute all or a
portion of their interests to the Partnership. Each Savannah Limited Partner
shall receive the number of Units specified below. For purposes of applying the
terms and conditions of the Partnership Agreement, the Savannah Limited Partners
shall be Partners of the Partnership with the rights and obligations of
Additional Limited Partners.

For purposes of Section 5.1 of the Partnership Agreement, each
Savannah Limited Partner shall be entitled to receive distributions with respect
to each Partnership Unit equal to the cash dividend payable with respect to each
share of LXP common stock, determined at the time of each quarterly distribution
beginning with the distribution payable to shareholders of record of LXP on
January 30, 1998.

For purposes of Sections 6.1A and 6.1B of the Partnership
Agreement, allocations of Net Income and Net Loss by the Partnership generally
shall be made after giving effect to all allocations of taxable income to the
Savannah Limited Partners. Pursuant to the General Partners' authority in
Section 14.1.B(3), Partnership taxable income shall be specially allocated to
the Savannah Limited Partners in an amount equal to, but not in excess of, all
cash distributions to the Savannah Limited Partners; provided, however, that the
Savannah Limited Partners shall be allocated taxable income (i) as otherwise
required in Exhibit B and C of the Partnership Agreement, and (ii) resulting
from the transaction in which the Replacement Property (as defined below) was
acquired. For purposes of Section 6.1C of the Partnership Agreement, Nonrecourse
Liabilities of the Partnership shall be allocated to account for any income or
gain to be allocated to the Savannah Limited Partners pursuant to Sections 2.B
and 2.D of Exhibit C, in the same priority as Nonrecourse Liabilities are
allocated to the Property Limited Partners, the Red Butte Limited Partners, the
Expansion Limited Partners, the Savannah Limited Partners, the Phoenix Limited
Partners and any subsequent Additional Limited Partners that are admitted to the
Partnership. The Partnership covenants to retain sufficient Nonrecourse
Liabilities to permit the allocation of such Nonrecourse Liabilities to the
Savannah Limited Partners in an amount sufficient to avoid recapture of tax
liability with respect to the Savannah Limited Partners' negative capital
accounts.

For purposes of Section 8.4 of the Partnership Agreement, on
January 15, 1999, and on each January 15, April 15, July 15 and October 15
thereafter (each a "Notice Date"), each Savannah Limited Partner shall have the
right (the "Savannah Limited Partner Redemption Right") to require the
Partnership to redeem on a Specified Redemption Date the Partnership Units held
by a Savannah Limited Partner for the Redemption Amount to be delivered by the
Partnership; provided, however, that a Savannah Limited Partner must convert a
number of Partnership Units equal to at least the lesser of (i) 1,000
Partnership Units, or (ii) all of the Partnership Units held by such Partner.
The Savannah Limited Partner Redemption Right shall be exercised pursuant to

A-22

a Notice of Redemption (substantially in the form of Exhibits D-1 through D-4
modified to reflect the Savannah Limited Partner) delivered to the General
Partner and LXP on a Notice Date by the Savannah Limited Partner who is
exercising the redemption right (the "Savannah Redeeming Partner"). The Savannah
Redeeming Partner shall have no right, with respect to any Partnership Units so
redeemed, to receive any distributions paid after the Specified Redemption Date.
The Partnership covenants to cause the registration of any LXP Common Stock
issued in connection with a redemption in such a manner as is required so that
the shares of LXP Common Stock issued in connection with such redemption are
freely transferable. The Assignee of any Savannah Limited Partner may exercise
the redemption rights of such Savannah Limited Partner, and such Savannah
Limited Partner shall be deemed to have assigned such rights to such Assignee
and shall be bound by the exercise of such rights by such Assignee. In
connection with any exercise of such rights by such Assignee on behalf of such
Savannah Limited Partner, the Redemption Amount shall be delivered by the
Partnership directly to such Assignee and not to such Savannah Limited Partner.

The Partnership Units held by the Savannah Limited Partners shall
be subject to redemption by the Partnership if otherwise required by the terms
of the Partnership Agreement.

The Partnership hereby covenants not to permit Savannah to
dispose of its interest in those certain properties acquired by Savannah in
connection with its rights under that certain Exchange Agreement dated December
29, 1997 between Savannah and Security Trust Company (the property so acquired,
the "Replacement Property") prior to January 1, 2003 without the prior consent
of the holders of fifty-one percent (51%) of the Partnership Units held by
Savannah Limited Partners, except in the event of a foreclosure or in the event
the Partnership determines that such a disposition is necessary to ensure its
continued qualification as a real estate investment trust. In any event in which
the Partnership determines to cause Savannah to dispose of the Replacement
Property, the Partnership agrees to use its best efforts to cause Savannah to
structure such a disposition as an exchange that meets the requirements of Code
Section 1031. Notwithstanding the foregoing, if the Partnership does dispose of
its interest prior to January 15, 1999, then the General Partner shall provide
prompt written notification to the Savannah Limited Partners of such disposition
and each such Savannah Limited Partner may exercise its Savannah Limited Partner
Redemption Right on the last Business Day of the calendar year in which such
disposition occurs or, if later, ten (10) Business Days following the
consummation of such transaction. In addition, if the Code Section 1031 exchange
described in the Exchange Agreement does not take place, or if such exchange
does not result in a deferral of all of the gain that would have been recognized
upon the sale by Savannah of the Relinquished Property (as defined in the
Exchange Agreement), then the General Partner shall provide prompt written
notification to the Savannah Limited Partners and shall cause LCIF to distribute
cash to the Savannah Limited Partners in redemption of the portion of their LCIF
Units corresponding to the portion of the value of the Relinquished Property
which is treated as transferred in a taxable transaction.

LXP agrees to enter into a Guaranty Agreement with the
Partnership on the date the Savannah Limited Partners are admitted to the
Partnership, on terms

A-23

reasonably satisfactory to LXP and the Partnership, pursuant to which LXP shall
guaranty the obligations of the Partnership to pay the Redemption Amount on the
Specified Redemption Date. Each of the Savannah Redeeming Partner, LXP, the
Partnership and the General Partner shall treat the transaction between LXP and
the Savannah Redeeming Partner as a sale of the Savannah Redeeming Partner's
Partnership Units to LXP or the General Partner, as the case may be, for federal
income tax purposes. Each Savannah Redeeming Partner agrees to execute such
documents as the Partnership may reasonably require in connection with the
issuance of REIT shares upon exercise of the Savannah Limited Partner Redemption
Right.

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Capital Partnership Percentage Redemption
Name and Address of Partner Contribution Units Interest Exercise Date
- -----------------------------------------------------------------------------------------------------

(Units
Savannah Limited Partners Contributed) 0.96850% January 15, 1999
- -------------------------

H. Mitchell Dunn, Jr. 1,100 157,447

Elizabeth Dunn Shiftan 125 17,891

Eleanor M. Dunn 125 17,891

Terrell R. Peterson Trust dtd. 4/5/90 125 17,891

David Walsh 275 37,361

A-24

Anchorage Limited Partner Supplement
------------------------------------

As a result of the Partnership having entered into a Contribution
Agreement with RBH Ventures, a Washington general partnership on May 8, 1998,
pursuant to which the Partnership acquired 51.31% of the net equity value of
certain real property located in the city of Anchorage, Alaska, on which is
located a commercial building (the "Anchorage Property") from RBH, the General
Partner pursuant to Section 4.2.A and Sections 14.1.B(2) and 14.1.B(3) of this
Agreement has authorized the issuance of Partnership Units to RBH (the
"Anchorage Limited Partner"). The Anchorage Limited Partner shall receive the
number of Units specified below. For purposes of applying the terms and
conditions of the Partnership Agreement, the Anchorage Limited Partner shall be
a Partner of the Partnership with the rights and obligations of Additional
Limited Partners.

For purposes of Section 5.1 of the Partnership Agreement, the
Anchorage Limited Partner shall be entitled to receive distributions with
respect to each Partnership Unit equal to the cash dividend payable with respect
to each share of LXP common stock, determined at the time of each quarterly
distribution beginning with the distribution payable to shareholders of record
of LXP on July 30, 1998.

For purposes of Sections 6.1A and 6.1B of the Partnership
Agreement, allocations of Net Income and Net Loss by the Partnership generally
shall be made after giving effect to all allocations of taxable income to the
Anchorage Limited Partner. Pursuant to the General Partner's authority in
Section 14.1.B(3), Partnership taxable income shall be specially allocated to
the Anchorage Limited Partner in an amount equal to, but not in excess of, all
cash distributions to the Anchorage Limited Partner; provided, however, that the
Anchorage Limited Partner shall be allocated taxable income as otherwise
required in Exhibit B and C of the Partnership Agreement. For purposes of
Section 6.1C of the Partnership Agreement, Nonrecourse Liabilities of the
Partnership shall be allocated to account for any income or gain to be allocated
to the Anchorage Limited Partner pursuant to Sections 2.B and 2.D of Exhibit C,
in the same priority as Nonrecourse Liabilities are allocated to the Property
Limited Partners, the Red Butte Limited Partners, the Expansion Limited
Partners, the Savannah Limited Partners, the Phoenix Limited Partners and any
subsequent Additional Limited Partners that are admitted to the Partnership. The
Partnership covenants to retain sufficient Nonrecourse Liabilities to permit the
allocation of such Nonrecourse Liabilities to the Anchorage Limited Partner in
an amount sufficient to avoid recapture of tax liability with respect to the
Anchorage Limited Partner's negative capital accounts.

For purposes of Section 8.4 of the Partnership Agreement, on July
15, 1999, and on each July 15, October 15, January 15 and April 15 thereafter
(each a "Notice Date"), the Anchorage Limited Partner shall have the right (the
"Anchorage Limited Partner Redemption Right") to require the Partnership to
redeem on a Specified Redemption Date the Partnership Units held by the
Anchorage Limited Partner for the Redemption Amount to be delivered by the
Partnership; provided, however, that the Anchorage Limited Partner must convert
a number of Partnership Units equal to at least the lesser of (i) 1,000
Partnership Units, or (ii) all of the Partnership Units held by such

A-25

Partner. The Anchorage Limited Partner Redemption Right shall be exercised
pursuant to a Notice of Redemption (substantially in the form of Exhibits D-1
through D-4 modified to reflect the Anchorage Limited Partner) delivered to the
General Partner and LXP on a Notice Date by the Anchorage Limited Partner who is
exercising the redemption right (the "Anchorage Redeeming Partner"). The
Anchorage Redeeming Partner shall have no right, with respect to any Partnership
Units so redeemed, to receive any distributions paid after the Specified
Redemption Date. The Partnership covenants to cause the registration of any LXP
Common Stock issued in connection with a redemption in such a manner as is
required so that the shares of LXP Common Stock issued in connection with such
redemption are freely transferable. The Assignee of the Anchorage Limited
Partner may exercise the redemption rights of the Anchorage Limited Partner, and
the Anchorage Limited Partner shall be deemed to have assigned such rights to
such Assignee and shall be bound by the exercise of such rights by such
Assignee. In connection with any exercise of such rights by such Assignee on
behalf of the Anchorage Limited Partner, such Redemption Amount shall be
delivered by the Partnership directly to such Assignee and not to such Anchorage
Limited Partner.

The Partnership Units held by the Anchorage Limited Partner shall
be subject to redemption by the Partnership if otherwise required by the terms
of the Partnership Agreement.

LXP agrees to enter into a Guaranty Agreement with the
Partnership on the date the Anchorage Limited Partner is admitted to the
Partnership, on terms reasonably satisfactory to LXP and the Partnership,
pursuant to which LXP shall guaranty the obligations of the Partnership to pay
the Redemption Amount on the Specified Redemption Date. Each of the Anchorage
Redeeming Partner, LXP, the Partnership and the General Partner shall treat the
transaction between LXP and the Anchorage Redeeming Partner as a sale of the
Anchorage Redeeming Partner's Partnership Units to LXP or the General Partner,
as the case may be, for federal income tax purposes. The Anchorage Redeeming
Partner agrees to execute such documents as the Partnership may reasonably
require in connection with the issuance of REIT shares upon exercise of the
Anchorage Limited Partner Redemption Right.

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Anchorage Limited Partner July 15, 1999
- -------------------------

Ronald D. Crockett 97,816 0.38126%

A-26

Columbia Limited Partners Supplement
------------------------------------

As a result of the Partnership having entered into (i) a
Contribution Agreement with Columbia Property Associates, a Maryland limited
partnership ("CPA") on December 31, 1998, pursuant to which the Partnership
acquired an estate-for-years interest in a parcel of real property located in
Columbia, Maryland (the "Columbia Property") from CPA, (ii) a Contribution
Agreement with The E. Robert Roskind Irrevocable Trust on December 3, 1998
pursuant to which the Partnership acquired a remainder interest in the Columbia
Property, (iii) a Contribution Agreement with The LCP Group, L.P. on December 3,
1998, (iv) a Contribution Agreement with The LCP Group, L.P. on December 3,
1998, and (v) a Contribution Agreement with The LCP Group, L.P., Hadley Page,
Inc., Peter J. Kinnunen and Terrell R. Peterson Trust on December 3, 1998, the
General Partner pursuant to Section 4.2.A and Sections 14.1.B(2) and 14.1.B(3)
of this Agreement has authorized the issuance of Partnership Units to all former
partners of CPA, The LCP Group, L.P., Hadley Page, Inc., Peter J. Kinnunen,
Terrell R. Peterson Trust and The E. Robert Roskind Irrevocable Trust (the
"Columbia Limited Partners"). The Columbia Limited Partners shall receive the
number of Units specified below. For purposes of applying the terms and
conditions of the Partnership Agreement, the Columbia Limited Partners shall be
a Partner of the Partnership with the rights and obligations of Additional
Limited Partners.

For purposes of Section 5.1 of the Partnership Agreement, each
Columbia Limited Partner shall be entitled to receive distributions with respect
to each Partnership Unit equal to the cash dividend payable with respect to each
share of LXP common stock, determined at the time of each quarterly distribution
beginning with the distribution in respect to the first quarter of 1999.

For purposes of Sections 6.1A and 6.1B of the Partnership
Agreement, allocations of Net Income and Net Loss by the Partnership generally
shall be made after giving effect to all allocations of taxable income to the
Columbia Limited Partners. Pursuant to the General Partner's authority in
Section 14.1.B(3), Partnership taxable income shall be specially allocated to
the Columbia Limited Partners in an amount equal to, but not in excess of, all
cash distributions to the Columbia Limited Partners; provided, however, that the
Columbia Limited Partners shall be allocated taxable income as otherwise
required in Exhibit B and C of the Partnership Agreement. For purposes of
Section 6.1C of the Partnership Agreement, Nonrecourse Liabilities of the
Partnership shall be allocated to account for any income or gain to be allocated
to the Columbia Limited Partners pursuant to Sections 2.B and 2.D of Exhibit C,
in the same priority as Nonrecourse Liabilities are allocated to the Property
Limited Partners, the Red Butte Limited Partners, the Expansion Limited
Partners, the Savannah Limited Partners, the Phoenix Limited Partners, the
Anchorage Limited Partner, the Trademark Lancaster Limited Partner and any
subsequent Additional Limited Partners that are admitted to the Partnership. The
Partnership covenants to retain sufficient Nonrecourse Liabilities to permit the
allocation of such Nonrecourse Liabilities to the Columbia Limited Partners in
an amount sufficient to avoid recapture of tax liability with respect to the
Columbia Limited Partners' negative capital accounts.

A-27

For purposes of Section 8.4 of the Partnership Agreement, on
December 1, 1999, and on each December 1, March 1, June 1 and September 1
thereafter (each a "Notice Date"), each Columbia Limited Partner shall have the
right (the "Columbia Limited Partner Redemption Right") to require the
Partnership to redeem on a Specified Redemption Date the Partnership Units held
by a Columbia Limited Partner for the Redemption Amount to be delivered by the
Partnership; provided, however, that a Columbia Limited Partner must convert a
number of Partnership Units equal to at least the lesser of (i) 1,000
Partnership Units, or (ii) all of the Partnership Units held by such Partner.
The Columbia Limited Partner Redemption Right shall be exercised pursuant to a
Notice of Redemption (substantially in the form of Exhibits D-1 through D-4
modified to reflect the Columbia Limited Partner) delivered to the General
Partner and LXP on a Notice Date by the Columbia Limited Partner who is
exercising the redemption right (the "Columbia Redeeming Partner"). The Columbia
Redeeming Partner shall have no right, with respect to any Partnership Units so
redeemed, to receive any distributions paid after the Specified Redemption Date.
The Partnership covenants to cause the registration of any LXP Common Stock
issued in connection with a redemption in such a manner as is required so that
the shares of LXP Common Stock issued in connection with such redemption are
freely transferable. The Assignee of the Columbia Limited Partner may exercise
the redemption rights of the Columbia Limited Partner, and the Columbia Limited
Partner shall be deemed to have assigned such rights to such Assignee and shall
be bound by the exercise of such rights by such Assignee. In connection with any
exercise of such rights by such Assignee on behalf of such Columbia Limited
Partner, such Redemption Amount shall be delivered by the Partnership directly
to such Assignee and not to such Columbia Limited Partner.

The Partnership Units held by the Columbia Limited Partners shall
be subject to redemption by the Partnership if otherwise required by the terms
of the Partnership Agreement.

The Partnership hereby covenants not to dispose of its interest
in the Columbia Property prior to January 1, 2004 except in the event of a
foreclosure or in the event the Partnership determines that such a disposition
is necessary to ensure its continued qualification as a real estate investment
trust.

LXP agrees to enter into a Guaranty Agreement with the
Partnership on the date the Columbia Limited Partners are admitted to the
Partnership, on terms reasonably satisfactory to LXP and the Partnership,
pursuant to which LXP shall guaranty the obligations of the Partnership to pay
the Redemption Amount on the Specified Redemption Date. Each of the Columbia
Redeeming Partner, LXP, the Partnership and the General Partner shall treat the
transaction between LXP and the Columbia Redeeming Partner as a sale of the
Columbia Redeeming Partner's Partnership Units to LXP or the General Partner, as
the case may be, for federal income tax purposes. The Columbia Redeeming Partner
agrees to execute such documents as the Partnership may reasonably require in
connection with the issuance of REIT shares upon exercise of the Columbia
Limited Partner Redemption Right.

A-28

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

(Units 0.73118% December 1, 1999
Columbia Limited Partners Contributed)
- -------------------------

The LCP Group, L.P. 86,014

James F. Dannhauser 392.5

E. Robert Roskind Irrevocable Trust 19,231

Peter J. Kinnunen 7,158.5

Terrell R. Peterson Trust 1,349

Frank Bond 0.5 3,866

Rudolph V. Cassani Family Trust 1 7,731

Elizabeth Dancy 0.5 3,866

David M. Dorsen 0.5 3,866

David D. Eash 1 7,731

Nora B. Garman 0.5 3,866

Richard E. Gilbreath 1 7,731

Lawrence M. Goldberg 1 7,731

Kenneth E. Kolb Family Trust 0.5 3,866

Clyde Locker 0.5 3,866

Kazuko Price 0.5 3,866

Blaine Smith 1 7,731

James R. Snyder 0.5 3,866

John J. Stirk 0.5 3,866

A-29

LPM Limited Partners Supplement
-------------------------------

As a result of the contribution of 9,900 Class B non-voting
shares of common stock (the "Stock") in Leased Properties Management, Inc., a
Delaware corporation ("LPM") on June 23, 2000, the General Partner pursuant to
Section 4.2.A and Sections 14.1.B(2) and 14.1.B(3) of this Agreement has
authorized the issuance of Partnership Units to the former holders of the Stock
(the "LPM Limited Partner"). The LPM Limited Partner shall receive the number of
Units specified below. For purposes of applying the terms and conditions of the
Partnership Agreement, the LPM Limited Partner shall be a Partner of the
Partnership with the rights and obligations of Additional Limited Partners.

For purposes of Section 5.1 of the Partnership Agreement, the LPM
Limited Partner shall be entitled to receive distributions with respect to each
Partnership Unit equal to the cash dividend payable with respect to each share
of LXP common stock, determined at the time of each quarterly distribution
beginning with the distribution payable to shareholders of LXP in respect of the
second quarter of 2000.

For purposes of Sections 6.1A and 6.1B of the Partnership
Agreement, allocations of Net Income and Net Loss by the Partnership generally
shall be made after giving effect to all allocations of taxable income to the
LPM Limited Partner. Pursuant to the General Partner's authority in Section
14.1.B(3), Partnership taxable income shall be specially allocated to the LPM
Limited Partner in an amount equal to, but not in excess of, all cash
distributions to the LPM Limited Partner; provided, however, that the LPM
Limited Partner shall be allocated taxable income as otherwise required in
Exhibit B and C of the Partnership Agreement. For purposes of Section 6.1C of
the Partnership Agreement, Nonrecourse Liabilities of the Partnership shall be
allocated to account for any income or gain to be allocated to the LPM Limited
Partner pursuant to Sections 2.B and 2.D of Exhibit C, in the same priority as
Nonrecourse Liabilities are allocated to the Property Limited Partners, the Red
Butte Limited Partners, the Expansion Limited Partners, the Pacific Place
Limited Partners, the Phoenix Limited Partners, the Savannah Limited Partners,
the Anchorage Limited Partner, the Trademark Limited Partners, the Columbia
Limited Partners and any subsequent Additional Limited Partners that are
admitted to the Partnership. The Partnership covenants to use its best efforts
during the five-year period ending June 22, 2005 to retain sufficient
Nonrecourse Liabilities to permit the allocation of such Nonrecourse Liabilities
to the LPM Limited Partner in an amount sufficient to avoid recapture of tax
liability with respect to the LPM Limited Partner's negative capital accounts.

For purposes of Section 8.4 of the Partnership Agreement, on June
23, 2002, and on each June 23, September 23, December 23 and March 23 thereafter
(each a "Notice Date"), the LPM Limited Partner shall have the right (the "LPM
Limited Partner Redemption Right") to require the Partnership to redeem on a
Specified Redemption Date the Partnership Units held by the LPM Limited Partner
for the Redemption Amount to be delivered by the Partnership; provided, however,
that the LPM Limited Partner must convert a number of Partnership Units equal to
at least the lesser of (i) 1,000 Partnership

A-30

Units, or (ii) all of the Partnership Units held by such Partner. The LPM
Limited Partner Redemption Right shall be exercised pursuant to a Notice of
Redemption (substantially in the form of Exhibits D-1 through D-4 modified to
reflect the LPM Limited Partner) delivered to the General Partner and LXP on a
Notice Date by the LPM Limited Partner who is exercising the redemption right
(the "LPM Redeeming Partner"). The LPM Redeeming Partner shall have no right,
with respect to any Partnership Units so redeemed, to receive any distributions
paid after the Specified Redemption Date. The Partnership covenants to cause the
registration of any LXP Common Stock issued in connection with a redemption in
such a manner as is required so that the shares of LXP Common Stock issued in
connection with such redemption are freely transferable. The Assignee of the LPM
Limited Partner may exercise the redemption rights of the LPM Limited Partner,
and the LPM Limited Partner shall be deemed to have assigned such rights to such
Assignee and shall be bound by the exercise of such rights by such Assignee. In
connection with any exercise of such rights by such Assignee on behalf of the
LPM Limited Partner, such Redemption Amount shall be delivered by the
Partnership directly to such Assignee and not to such LPM Limited Partner.

The Partnership Units held by the LPM Limited Partner shall be
subject to redemption by the Partnership if otherwise required by the terms of
the Partnership Agreement.

LXP agrees to enter into a Guaranty Agreement with the
Partnership on the date the LPM Limited Partner is admitted to the Partnership,
on terms reasonably satisfactory to LXP and the Partnership, pursuant to which
LXP shall guaranty the obligations of the Partnership to pay the Redemption
Amount on the Specified Redemption Date. Each of the LPM Redeeming Partner, LXP,
the Partnership and the General Partner shall treat the transaction between LXP
and the LPM Redeeming Partner as a sale of the LPM Redeeming Partner's
Partnership Units to LXP or the General Partner, as the case may be, for federal
income tax purposes. The LPM Redeeming Partner agrees to execute such documents
as the Partnership may reasonably require in connection with the issuance of
REIT shares upon exercise of the LPM Limited Partner Redemption Right.

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Capital Partnership Percentage Redemption
Name and Address of Partner
Contribution Units Interest Exercise Date
- -------------------------------------------------------------------------------------------------------

LPM Limited Partner June 23, 2002
- -------------------
The LCP Group, L.P. 83,400 0.32507%

A-31

12/31/03 Limited Partners Supplement
------------------------------------

As a result of the Partnership having entered into a Contribution
Agreement with The LCP Group, L.P., the beneficiaries of the Estate of Antony E.
Monk listed below, Peter J. Kinnunen, Francois Letaconnoux, Terrell R. Peterson,
E. Robert Roskind, Richard J. Rouse and Edward C. Whiting (each a "12/31/2003
Limited Partner"), the General Partner has authorized the issuance of
Partnership Units to each 12/31/2003 Limited Partner in the amount specified
below. For purposes of applying the terms and conditions of the Agreement, each
12/31/2003 Limited Partner shall be a Partner of the Partnership with the rights
and obligations of Additional Limited Partners, subject to the terms and
conditions of this supplement.

Notwithstanding Section 5.1.A of the Agreement, each 12/31/2003
Limited Partner shall be entitled to receive distributions with respect to each
Partnership Unit equal to the cash dividend payable with respect to each share
of LXP common stock, determined at the time of each quarterly distribution
beginning with the distribution payable to shareholders of record of LXP in
February, 2004.

Partnership taxable income shall be specially allocated to each
12/31/2003 Limited Partner in an amount equal to, but not in excess of, the cash
distributed to each such 12/31/2003 Limited Partner; provided, however, that
each such partner shall be allocated taxable income as otherwise required in
Exhibit B and C of the Partnership Agreement.

For purposes of Section 8.4 of the Partnership Agreement,
beginning on January 15, 2006, and on each January 15, April 15, July 15 and
October 15 thereafter (each a "Notice Date"), each 12/31/2003 Limited Partner
shall have the right (the "12/31/2003 Limited Partner Redemption Right") to
require the Partnership to redeem on a Specified Redemption Date the Partnership
Units held by such 12/31/2003 Limited Partner for the Redemption Amount to be
delivered by the Partnership; provided, however, that each 12/31/2003 Limited
Partner must convert a number of Partnership Units equal to at least the lesser
of (i) 1,000 Partnership Units, or (ii) all of the Partnership Units held by
such partner. The 12/31/2003 Limited Partner Redemption Right shall be exercised
pursuant to a Notice of Redemption (substantially in the form of Exhibits D-1
through D-4) delivered to the General Partner and LXP on a Notice Date by the
12/31/2003 Limited Partner who is exercising the redemption right (the
"12/31/2003 Redeeming Partner"). The 12/31/2003 Redeeming Partner shall have no
right, with respect to any Partnership Units so redeemed, to receive any
distributions paid after the Specified Redemption Date. The Partnership
covenants to cause the registration of any LXP Common Stock issued in connection
with a redemption in such a manner as is required so that the shares of LXP
Common Stock issued in connection with such redemption are freely transferable.
The Assignee of any 12/31/2003 Limited Partner may exercise the redemption
rights of such 12/31/2003 Limited Partner, and such 12/31/2003 Limited Partner
shall be deemed to have assigned such rights to such Assignee and shall be bound
by the exercise of such rights by such Assignee. In connection with any exercise
of such rights by such Assignee on behalf of such 12/31/2003 Limited Partner,

A-32

the Redemption Amount shall be delivered by the Partnership directly to such
Assignee and not to such 12/31/2003 Limited Partner.

The Partnership Units held by a 12/31/2003 Limited Partner shall
be subject to redemption by the Partnership if otherwise required by the terms
of the Partnership Agreement.

LXP agrees to enter into a Guaranty Agreement with the
Partnership on the date the 12/31/2003 Limited Partners are admitted to the
Partnership, on terms reasonably satisfactory to LXP and the Partnership,
pursuant to which LXP shall guaranty the obligations of the Partnership to pay
the Redemption Amount on the Specified Redemption Date.

Each of the 12/31/2003 Limited Partners, LXP, the Partnership and
the General Partner shall treat the transaction between LXP and each 12/31/2003
Limited Partner as a sale of the 12/31/2003 Redeeming Partner's Partnership
Units to LXP or the General Partner, as the case may be, for federal income tax
purposes. Each 12/31/2003 Limited Partner agrees to execute such documents as
the Partnership may reasonably require in connection with the issuance of REIT
shares upon exercise of its Redemption Right.

Partnership Percentage Redemption
Name and Address of Partner Units Interest Exercise Date
- -----------------------------------------------------------------------------------------------------

January 15,
12/31/2003 Limited Partners 231,763 0.90334 2006
- ---------------------------
- -----------------------------------------------------------------------------------------------------

The LCP Group, L.P. 91,137

Antony Monk Insurance Trust U/A/D
5/13/92, F/B/O Monk 44,762
Children, Ellen Monk, Trustee

Trust F/B/O Samantha Monk, U/A 2,704
2/28/89, Denis Monk, Trustee

Trust f/b/o Joanna Monk U/A 2/28/89, 2,704
Denis Monk, Trustee

Trust f/b/o Jonathon Monk U/A 2,704
2/28/89, Denis Monk, Trustee
14,932
Ellen C. Monk

A-33

Peter J. Kinnunen 11,126

Francois Letaconnoux 4,356

Terrell R. Peterson Trust dtd. 4/5/90 11,126

E. Robert Roskind 17,010

Richard J. Rouse 12,515

Edward C. Whiting 16,687

A-34

Montgomery Limited Partners Supplement

As a result of the contribution of the interests in Barnhech
Montgomery Associates Limited Partnership ("Montgomery") on October 28, 2004,
the General Partner pursuant to Section 4.2.A and Sections 14.1.B(2) and
14.1.B(3) of this Agreement has authorized the issuance of Partnership Units to
those former limited partners of Montgomery (the "Montgomery Limited Partners")
electing to contribute all of their interests to the Partnership. Each
Montgomery Limited Partner shall receive the number of Partnership Units
specified below. For purposes of applying the terms and conditions of the
Agreement, each Montgomery Limited Partner shall be a Partner of the Partnership
with the rights and obligations of Additional Limited Partners.

Notwithstanding Section 5.1.A of the Agreement, each Montgomery
Limited Partner shall be entitled to receive distributions with respect to each
Partnership Unit equal to the cash dividend payable with respect to each share
of REIT Shares, determined at the time of each quarterly distribution beginning
with the distribution payable to shareholders of record of LXP in November,
2004.

Partnership taxable income shall be specially allocated to each
Montgomery Limited Partner in an amount equal to, but not in excess of, the cash
distributed to each such Montgomery Limited Partner; provided, however, that
each such Montgomery Limited Partner shall be allocated taxable income as
otherwise required in Exhibit B and C of the Partnership Agreement.

For purposes of Section 8.4 of the Partnership Agreement,
beginning on May 1, 2006, and on each August 1st, November 1st, February 1st,
and May 1st thereafter (each a "Notice Date"), each Montgomery Limited Partner
shall have the right (the "Montgomery Limited Partner Redemption Right") to
require the Partnership to redeem on a Specified Redemption Date the Partnership
Units held by such Montgomery Limited Partner for the Redemption Amount to be
delivered by the Partnership; provided, however, that each Montgomery Limited
Partner must convert a number of Partnership Units equal to at least the lesser
of (i) 1,000 Partnership Units, or (ii) all of the Partnership Units held by
such partner. The Montgomery Limited Partner Redemption Right shall be exercised
pursuant to a Notice of Redemption (substantially in the form of Exhibits D-1
through D-4) delivered to the General Partner and LXP on a Notice Date by the
Montgomery Limited Partner who is exercising its Montgomery Limited Partner
Redemption Right (the "Montgomery Redeeming Partner"). The Montgomery Redeeming
Partner shall have no right, with respect to any Partnership Units so redeemed,
to receive any distributions paid after the Specified Redemption Date. The
Partnership covenants to cause the registration of any REIT Shares issued in
connection with a redemption in such a manner as is required so that the REIT
Shares issued in connection with such redemption are freely transferable. The
Assignee of any Montgomery Limited Partner may exercise the redemption rights of
such Montgomery Limited Partner, and such Montgomery Limited Partner shall be
deemed to have assigned such rights to such Assignee and shall be bound by the
exercise of such rights by such Assignee. In connection with any exercise of
such rights by such Assignee on behalf of

A-35

such Montgomery Limited Partner, the Redemption Amount shall be delivered by the
Partnership directly to such Assignee and not to such Montgomery Limited
Partner.

The Partnership Units held by a Montgomery Limited Partner shall
be subject to redemption by the Partnership if otherwise required by the terms
of the Partnership Agreement.

LXP agrees to enter into a Guaranty Agreement with the
Partnership on the date the Montgomery Limited Partner are admitted to the
Partnership, on terms reasonably satisfactory to LXP and the Partnership,
pursuant to which LXP shall guaranty the obligations of the Partnership to pay
the Redemption Amount on the Specified Redemption Date.

Each of the Montgomery Limited Partners, LXP, the Partnership and
the General Partner shall treat the transaction between LXP and each Montgomery
Limited Partner as a sale of the Montgomery Redeeming Partner's Partnership
Units to LXP or the General Partner, as the case may be, for federal income tax
purposes. Each Montgomery Limited Partner agrees to execute such documents as
the Partnership may reasonably require in connection with the issuance of REIT
Shares upon exercise of its Redemption Right.

PARTNERS' CONTRIBUTIONS AND PARTNERSHIP INTERESTS

Capital
Name and Address of Partner Contribution(3) Partnership Percentage Redemption
Units Interest Exercise Date
- -----------------------------------------------------------------------------------------------------

Montgomery Limited Partners 0.3813% May 1, 2006
- ---------------------------

Peter J. Kinnunen 0.15647520 1,974

Francois Letaconnoux 0.06128612 773

Ellen C. Monk 0.21808731 2,751

Antony Monk Insurance Trust U/A/D 0.65393594 8,251
5/13/92, F/B/O Monk Children, Ellen
Monk, Trustee

Terrell R. Peterson Trust dtd. 4/5/90 0.15647520 1,974

E. Robert Roskind 0.23927666 3,019

_____________________________
3 Units of Limited Partnership of Montgomery Contributed

A-36

Richard J. Rouse 0.17603460 2,221

Edward C. Whiting 0.23471280 2,961

Trust F/B/O Joanna Monk U/A 2/28/89, 0.04074875 514
Dennis Monk, Trustee

Trust F/B/O Jonathan Monk U/A 2/28/89, 0.04074875 514
Dennis Monk, Trustee

Trust F/B/O Samantha Monk 0.04074875 514
U/A 2/28/89, Dennis Monk, Trustee

The LCP Group, L.P. 1.74136992 21,972

Donald R. Tomlin, Jr. 0.50000000 6,309

Ileana Basil 2.49355200 31,463

Mary Blair Fawcett 1.00000000 12,618

A-37