Azure

69. Amendment 69 __________, 2024

    This amendment names Joseph M. Mattone, Jr., Esq. as Sponsor's attorney and Escrow Agent, revises the purchase agreement's payment, notice, and escrow terms, and updates the Sponsor's financial disclosures.

    • Joseph M. Mattone, Jr., Esq. (134-01 20th Avenue, College Point, NY) disclosed as Sponsor's attorney and Escrow Agent
    • Deposit and balance checks to be payable to "Joseph M. Mattone, Jr., as Attorney"; wire payment allowed at Sponsor's election on at least three days' notice
    • Purchaser deposits held in an IOLA Account at Capital One, College Point branch, insured by FDIC up to $250,000 per depositor
    • Closing location set at Joseph M. Mattone, Jr.'s office, 134-01 20th Avenue, College Point; closing date and time left blank
    • Sponsor's sole unsold apartment: monthly maintenance approximately $13,839.25 and monthly rental income $16,000.00, as of January 1, 2024
    • Working Capital Fund balance approximately $205,558.62 as of December 31, 2023, held at HSBC Bank
    • Escrow records kept for seven years after release of funds; Sponsor not charged IOLA maintenance costs
    • Unsold apartment not encumbered by any loan

68. Amendment 68

    This 2023 amendment updates the sponsor's financial disclosures for Azure, adds the 2021 and 2020 financial statements and the 2023 budget, and limits use of the plan to twelve months after the filing date.

    • Sponsor's unsold apartments listed in Exhibit A as of January 1, 2023
    • Sponsor's monthly maintenance on each unsold apartment is approximately $13,371.96, and rental income on the unsold apartment is $16,000.00
    • Working capital fund balance is approximately $0.00 as of December 31, 2022
    • Financial statements for the years ended December 31, 2021 and 2020 added as Exhibit B
    • Cooperative budget for the calendar year ending December 31, 2023 added as Exhibit C
    • Cooperative Board members listed; none is affiliated with the Sponsor
    • Plan may not be used after twelve months following the Filing Date of this Amendment, unless further extended or amended

67. Amendment 67

    This amendment updates the sponsor's unsold apartments and finances, the shareholder assessments, the working capital fund, the financial statements and budget, the certificate of occupancy, and how long the plan may be used.

    • Exhibit A lists unsold apartments owned by Sponsor as of November 15, 2021
    • Sponsor's monthly maintenance on unsold apartments approximately $12,002.93; monthly rental income $14,500.00
    • $2.00 per share capital assessment, January through June 2021, to replace the boilers
    • $10.00 per share special assessment, February through December 2021, for a 2018-2019 operating shortfall
    • Working capital fund balance approximately $145,314.00 as of October 31, 2021, held at HSBC Bank
    • 2019 and 2020 financial statements (Exhibit B) and 2022 calendar-year budget (Exhibit C) annexed
    • Final Certificate of Occupancy CO Number 1087665-0000002 issued September 7, 2021
    • Plan may not be used after 12 months following the Amendment's filing date unless further extended or amended

66. Amendment 66 __________, 2020

    This amendment updates the sponsor's financial disclosures for unsold apartments as of June 30, 2020, attaches 2019 and 2018 financial statements and the 2020 budget, and extends how long the plan may be used.

    • Exhibit A lists unsold apartments owned by the sponsor as of June 30, 2020
    • Sponsor's monthly maintenance on unsold apartments approximately $14,400.38 as of July 1, 2020
    • Sponsor's monthly rental income on unsold apartments $20,500.00
    • Working capital fund balance approximately $78,097.00 as of June 30, 2020, held at HSBC Bank
    • Exhibit B: financial statements for years ended December 31, 2019 and December 31, 2018
    • Exhibit C: budget for calendar year ending December 31, 2020
    • Board members listed; sponsor relinquished board control June 21, 2017
    • Plan may not be used after twelve (12) months following the Filing Date of this Amendment, unless further extended or amended

65. Amendment 65

    This amendment updates the Azure cooperative plan with a new managing agent and management fee, higher New York State transfer tax rates and a Mansion Tax scale effective July 1, 2019, sponsor unsold-apartment and financial figures as of mid-2019, and new financial statements, budget, and FinCEN disclosure.

    • Managing agent changed to Brown Harris Stevens Residential Management, LLC, with a management fee of $82,000 per annum
    • New York State Transfer Tax on Purchase Prices over $3,000,000.00 raised from $2.00 to $3.25 per $500.00 of consideration, effective July 1, 2019 for conveyances on or after that date (except agreements entered into before April 1, 2019)
    • Mansion Tax set on a progressive scale from 1% to 3.9% for Purchase Prices of $1,000,000.00 or more
    • Sponsor's unsold apartments listed in Exhibit A as of June 1, 2019; sponsor maintenance charges approximately $12,151.69 per month and rental income $21,175.00 per month
    • Working Capital Fund balance approximately $597,495.64 as of May 31, 2019
    • Cooperative Board membership listed; Sponsor relinquished control at the Annual Meeting held June 21, 2017
    • Financial statements for 2018 and 2017 (Exhibit B) and budget for calendar year ending December 31, 2019 (Exhibit C) annexed
    • FinCEN Geographic Targeting Order disclosure added for residential purchases in the five boroughs

64. Amendment 64

    This amendment updates the sponsor's financial disclosures as of June 1, 2018 (unsold apartments, maintenance charges, rental income, working capital fund), adds 2017 and 2016 financial statements and the 2018 budget, lists the board members, and limits use of the plan to 12 months after the amendment's filing date.

    • Plan may not be used after twelve (12) months following the Filing Date of this Amendment, unless further extended or amended
    • Sponsor's unsold apartments as of June 1, 2018 listed in Exhibit A
    • Sponsor's aggregate monthly maintenance on unsold apartments approximately $12,151.69 as of June 1, 2018
    • Sponsor monthly rental income on Resident Manager's Apartment 3A: $5,675.00
    • Working Capital Fund balance approximately $596,198 as of May 31, 2018
    • Financial statements for years ended December 31, 2017 and December 31, 2016 added as Exhibit B
    • Cooperative operating under budget for calendar year ending December 31, 2018 added as Exhibit C
    • Sponsor relinquished control of Cooperative Board at Annual Meeting held June 21, 2017; board members listed

63. Amendment 63 July 18, 2017

    This amendment updates the sponsor's unsold-apartment holdings, maintenance obligations, and rental income as of June 2017, reports the new Cooperative Board after sponsor control ended, attaches 2016 and 2015 financial statements and the 2017 budget, and extends the period the plan may be used.

    • Sponsor's unsold apartments listed in Exhibit A as of June 15, 2017
    • Sponsor's monthly maintenance on unsold apartments approximately $11,222.81 as of June 15, 2017
    • No unsold apartments encumbered by any loan
    • Sponsor relinquished control of the Cooperative Board at the June 21, 2017 Annual Meeting
    • New Cooperative Board members listed, including Doug Maclaury as Sponsor Representative
    • Sponsor's monthly rental income on Resident Manager's Apartment 3A is $5,675.00
    • Financial statements for 2016 and 2015 attached as Exhibit B
    • Plan may not be used after twelve (12) months following the Filing Date of this Amendment

62. Amendment 62 December 9, 2016

    The amendment sets up a master escrow account at Signature Bank with individual interest-bearing sub-escrow accounts for deposits, names The Corcoran Group as Selling Agent, and replaces the Purchase Agreement with a revised form for later purchasers.

    • Master Escrow Account established at Signature Bank, 261 Madison Avenue, New York, New York 10016
    • Each deposit placed in an individual interest-bearing sub-escrow account in the purchaser's name
    • Purchasers must submit two completed and signed W-9 or W-8BEN/W-8BEN-E forms
    • Revised Purchase Agreement (Exhibit A) replaces the prior form for purchasers signing after this amendment
    • The Corcoran Group, 660 Madison Avenue, New York, New York 10065, named as Selling Agent

61. Amendment 61 July 20, 2016

    The amendment updates the sponsor's unsold-apartment disclosures, adds a 50% maintenance charge credit for unsold apartments, names The Corcoran Group as selling agent, and extends the period the plan may be used to twelve months after the amendment's filing date.

    • Unsold apartments owned by the Sponsor listed in Exhibit A as of June 1, 2016
    • 50% maintenance charge credit offered on remaining unsold apartments for three years from closing
    • Purchaser may instead ask for the credit's value to reduce the purchase price
    • The Corcoran Group, 1126 Madison Avenue, New York, NY 10128, named as Selling Agent
    • Working Capital Fund balance approximately $642,260.87 as of June 15, 2016
    • Budget for the calendar year ending December 31, 2016 updated (Exhibit C), with expert certification (Exhibit D)
    • Sponsor-designated and residential board members listed; Sponsor controls the board for five years from the Cooperative Conversion Date
    • Plan may not be used after twelve months following the Filing Date of this Amendment

60. Amendment 60 April 27, 2016

    Sponsor revises the purchase prices for five cooperative apartments (30AB, 33AB, PHA, PHB, PHAB) and states there are no other material changes.

    • Price of apartment 30AB set at $3,995,000
    • Price of apartment 33AB set at $4,200,000
    • Price of apartment PHA set at $4,695,000
    • Price of apartment PHB set at $4,695,000
    • Price of apartment PHAB set at $10,390,000
    • Amendment is incorporated into and read with the Plan
    • Except as stated, no material changes of facts or circumstances affecting the property or offering

59. Amendment 59 March 23, 2016

    Sponsor revises the purchase prices for two cooperative apartments, 33A and 33B, and states there are no other material changes to the offering.

    • Price of apartment 33A set at $2,950,000
    • Price of apartment 33B set at $1,800,000

58. Amendment 58 January 19, 2016

    This amendment revises the purchase prices of five cooperative apartments (30AB, 33AB, PHA, PHB and PHAB) and otherwise states that there have been no material changes to the property or the offering.

    • Price of apartment 30AB revised to $4,500,000
    • Price of apartment 33AB revised to $4,750,000
    • Price of apartment PHA revised to $5,200,000
    • Price of apartment PHB revised to $5,200,000
    • Price of apartment PHAB revised to $11,400,000

57. Amendment 57 September 18, 2015

    This amendment revises the purchase prices of three cooperative apartments (PHA, PHB and PHAB) and states that there are otherwise no material changes to the offering.

    • Purchase price of apartment PHA revised to 5,640,000
    • Purchase price of apartment PHB revised to 5,600,000
    • Purchase price of apartment PHAB revised to $12,240,000
    • No other material changes to the facts or circumstances of the offering, except as stated in this amendment

56. Amendment 56 August 27, 2015

    This amendment updates the sponsor's unsold-apartment holdings, maintenance obligations, working capital fund balance, financial statements and 2015 budget, and extends how long the plan may be used.

    • Exhibit A lists 16 unsold apartments owned by the Sponsor as of August 1, 2015
    • Sponsor's monthly maintenance charges on unsold apartments approximately $66,375.43 as of August 1, 2015
    • Sponsor receives no monthly rental income from the unsold apartments
    • Working Capital Fund balance approximately $569,602.22 as of July 15, 2015
    • Financial statements for the years ended December 31, 2014 and December 31, 2013 added (Exhibit B)
    • Budget for the calendar year ending December 31, 2015 added (Exhibit C), with updated expert certification (Exhibit D)
    • Plan may not be used after twelve (12) months following the Filing Date of this Amendment, unless further extended or amended

55. Amendment 55 June 24, 2015

    This amendment revises the purchase price of one unsold apartment, 24C, to $1,895,000 and makes no other changes to the plan.

54. Amendment 54 May 20, 2015

    The Fifty-Fourth Amendment revises the purchase price of one cooperative apartment, 24C, to $1,950,000.

53. Amendment 53 April 15, 2015

    This amendment revises the purchase prices of five cooperative apartments (23A, 30AB, 33AB, PHA and PHAB) and states that there are no other material changes to the offering.

    • Purchase price of apartment 23A revised to $2,450,000
    • Purchase price of apartment 30AB revised to $4,750,000
    • Purchase price of apartment 33AB revised to $4,950,000
    • Purchase price of apartment PHA revised to $5,890,000
    • Purchase price of apartment PHAB revised to $12,750,000
    • No other material changes to the offering

52. Amendment 52 January 21, 2015

    The Fifty-Second Amendment revises the purchase price of one cooperative apartment, Apartment 23A, to $2,550,000 and otherwise states there have been no material changes.

51. Amendment 51 December 29, 2014

    This amendment raises the purchase price of one cooperative apartment, 24C, to $1,995,000, and states that there are no other material changes except as set forth in it.

50. Amendment 50 October 7, 2014

    This Fiftieth Amendment revises the purchase prices of four cooperative apartments (23A, 24C, 27CD and 31B) and makes no other material changes.

    • Price of apartment 23A set at $2,350,000
    • Price of apartment 24C set at $1,950,000
    • Price of apartment 27CD set at $4,500,000
    • Price of apartment 31B set at $1,775,000

49. Amendment 49 September 24, 2014

    This amendment updates the sponsor's financial disclosures for unsold apartments, including the unsold share loan and working capital fund, attaches 2013 and 2012 financial statements, updates the 2014 budget, and extends how long the plan may be used.

    • Sponsor's unsold share loan from HSBC Bank USA, National Association is approximately $4,606,954 as of August 1, 2014
    • Sponsor's monthly maintenance on unsold apartments is approximately $89,298 as of July 1, 2014
    • Working Capital Fund balance is approximately $515,897 as of July 15, 2014
    • Exhibit A lists the Sponsor's unsold apartments as of August 1, 2014
    • Budget for the calendar year ending December 31, 2014 is updated, with a new sponsor's expert certification (Exhibit D)
    • Financial statements for the years ended December 31, 2013 and December 31, 2012 are added (Exhibit B)
    • Plan may not be used after twelve (12) months following the Filing Date of this Amendment, unless further extended or amended

48. Amendment 48 August 12, 2014

    This amendment revises the purchase prices of 14 cooperative apartments listed in Exhibit A and states that there are no other material changes.

    • Purchase prices revised for 14 apartments listed in Exhibit A
    • 23A $2,500,000; 24A $2,600,000; 25A $2,700,000; 28A $2,875,000; 31A $3,000,000
    • 31B $1,900,000; 24C $2,165,000; 25C $2,200,000; 29C $2,400,000
    • 27CD $4,900,000; 30CD $5,000,000; 30AB $5,000,000; 33AB $5,300,000
    • Except as stated in this amendment, no other material changes to the property or offering

47. Amendment 47 July 14, 2014

    This amendment revises the purchase prices for the 12 Cooperative Apartments listed in Exhibit A and states there are no other material changes to the property or offering.

    • Purchase prices revised for 12 Cooperative Apartments listed in Exhibit A
    • New prices: 25A 2,698,000.00; 28A 2,832,000.00; 31A 2,988,000.00; 24C 2,167,000.00; 25C 2,198,000.00; 29C 2,354,000.00
    • New prices: 25D 2,213,000.00; 29D 2,369,000.00; 27GD 4,882,000.00; 30CD 5,038,000.00; 30AB 5,038,000.00; 33AB 5,246,000.00
    • Except as stated in this Amendment, no other material changes to the property or offering

46. Amendment 46 December 20, 2013

    The Forty-Sixth Amendment revises the purchase prices of three unsold cooperative apartments (units 26B, 28B and 31B) and states that there have been no other material changes affecting the property or offering.

    • Purchase price of Unit 26B set at $1,750,000
    • Purchase price of Unit 28B set at $1,850,000
    • Purchase price of Unit 31B set at $1,895,000

45. Amendment 45 November 15, 2013

    This amendment changes the purchase price of one cooperative apartment, unit 26B, to $1,675,000.

44. Amendment 44 October 3, 2013

    This amendment revises the purchase prices of Penthouse A and Penthouse B, and makes no other material changes to the plan.

    • Purchase price of Penthouse A revised to $6,200,000
    • Purchase price of Penthouse B revised to $6,200,000

43. Amendment 43 September 20, 2013

    This amendment updates the sponsor's financial disclosures as of August 1, 2013, attaches a 2012 financial statement and 2013 budget, and revises the escrow trust fund provisions for purchasers who had not received a fully executed Agreement before the amendment was served.

    • Revised escrow provisions: Department of Law removed the Attorney General's authority to adjudicate disputes over deposits, not retroactive
    • Escrow agent named as Stroock & Stroock & Lavan LLP, with Master Escrow Account at HSBC Bank USA; revised Purchase Agreement attached as Exhibit E
    • Unsold Share Loan from HSBC Bank USA, National Association: outstanding principal approximately $26,218,981 as of August 1, 2013
    • Sponsor's monthly maintenance charges on unsold apartments approximately $123,417 as of August 1, 2013
    • Working Capital Fund balance approximately $440,217 as of August 1, 2013
    • Updated list of unsold apartments owned by Sponsor as of August 1, 2013 (Exhibit A)
    • Financial statements for year ended December 31, 2012 added (Exhibit B)
    • Budget for calendar year ending December 31, 2013 and updated expert certification added (Exhibits C and D)

42. Amendment 42 June 14, 2013

    This amendment revises the Purchase Prices of certain cooperative apartments, as listed in Exhibit A, and states there are no other material changes to the property or offering.

    • Purchase prices revised for certain apartments listed in Exhibit A
    • Apartment PHAB revised to $13,520,000
    • Apartments PHA and PHB each revised to $6,121,440
    • Apartment 21A revised to $2,444,000
    • No other material changes to the property or offering
    • Exhibit A text is cut off after Apt. 30B, so later revised prices are not shown

41. Amendment 41 May 22, 2013

    This amendment revises the purchase price of Cooperative Apartment 6E to $995000.00 and states there are no other material changes to the property or offering.

    • Purchase price of Cooperative Apartment 6E revised to $995000.00
    • No other material changes to the property or offering

40. Amendment 40 March 2013

    This amendment revises the purchase prices for certain cooperative apartments, as listed in its Exhibit A, and otherwise leaves the Plan as it was.

    • Purchase prices revised for cooperative apartments listed in Exhibit A
    • Unit 21A purchase price: $2350000.00
    • Unit 23B purchase price: $1495000.00
    • Unit 26B purchase price: $1875000.00
    • Unit PHB purchase price: $5886000.00

39. Amendment 39 October 2012

    This amendment revises the purchase prices for 11 apartments in the Azure cooperative offering plan, as listed in its Exhibit A.

38. Amendment 38 September 19, 2012

    This amendment adds a $13,200 title premium charge for buyers combining two apartments, restricts resale and advertising of apartments before closing, creates new reconfigured apartments from Units A, B and D on Floors 21-33, and updates the Sponsor's financial and board disclosures.

    • Buyers combining two apartments pay $13,200 at closing as reimbursement of the Title Premium to Sponsor
    • Resale and advertising banned until the later of 12 months after acquisition or Sponsor closing title to 75% of apartments
    • Units A, B and D on Floors 21-33 reconfigured into New Reconfigured Cooperative Apartments, with prices in Exhibit D
    • Sponsor's unsold-apartment maintenance approximately $203,788.17 monthly as of August 27, 2012
    • Sponsor's Resident Manager's Unit rent $5,675 monthly; $68,100 received through August 31, 2012
    • Unsold Share Loan from HSBC Bank USA, National Association, approximately $57,705,711.25 as of September 4, 2012
    • Sponsor controls the Cooperative Board; members Doug Maclaury, Ray Savino, Chris Todd and John Calazzo are affiliated with Sponsor

37. Amendment 37 August 10 2012

    This amendment revises the purchase prices for 12 apartments, units 22B through 33B, as listed in Exhibit A.

    • Purchase prices revised for units 22B through 33B (12 units) per Exhibit A
    • Revised prices range from $1500000.00 (22B) to $1859000.00 (33B)
    • Exhibit A lists: 22B $1500000.00; 23B $1530000.00; 24B $1560000.00; 25B $1619000.00; 26B $1649000.00; 27B $1679000.00; 28B $1709000.00; 29B $1739000.00; 30B $1769000.00; 31B $1799000.00; 32B $1829000.00; 33B $1859000.00

36. Amendment 36 June 28, 2012

    This amendment revises the purchase prices for certain cooperative and reconfigured apartments, as listed in Exhibit A, and otherwise reports no material changes to the property or offering.

    • Purchase prices revised for certain cooperative and reconfigured apartments listed in Exhibit A
    • Exhibit A includes unit 15C at $1725000.01 and unit 9CD at $3950000.00
    • Otherwise, no material changes to facts or circumstances affecting the Property or the offering

35. Amendment 35 June 13, 2012

    This amendment revises the purchase prices for certain cooperative apartments and reconfigured cooperative apartments, as listed in its Exhibit A.

    • Purchase prices revised for apartments 14A and 17B, per Exhibit A
    • Exhibit A price amounts are not legible in the OCR text

34. Amendment 34 April 2012

    This amendment reconfigures and combines several apartments, revises their purchase prices and maintenance estimates, updates the 2012 budget, and removes the requirement that the purchase agreement depend on the Plan being declared effective.

    • Apartments 5C and 5D combined into single Apartment 5CD at the purchaser's request, with total shares equal to the two combined
    • Two penthouse apartments combined to form PH AB, with total shares equal to the two combined
    • Apartment 1C-1 reconfigured and keeps the same number of shares
    • Apartments 1A-1, 1D-1 and 7AD-1 on the seventh floor, and all D-1 apartments on floors 15 through 33, may be reconfigured if purchasers request, keeping their prior share counts
    • Purchase prices, share numbers and estimated maintenance charges for the new reconfigured apartments set in revised Schedule A-1 and A-2
    • Purchase prices revised for certain cooperative apartments
    • Budget updated for January 2012 through December 31, 2012, with expert certification of adequacy
    • Purchase agreement no longer contingent on the Plan being declared effective; Paragraph 16 replaced with "Intentionally Omitted"

33. Amendment 33 March 30, 2012

    The amendment revises the purchase prices of four apartments (7A, 7D, 7AD and 15C) and makes no other material changes.

    • Purchase price of apartment 7A revised to $1,799,000
    • Purchase price of apartment 7D revised to $1,375,000
    • Purchase price of apartment 7AD revised to $3,499,000
    • Purchase price of apartment 15C revised to $1,650,000

32. Amendment 32 March 8, 2012

    This amendment revises the purchase prices for certain Cooperative Apartments and Reconfigured Cooperative Apartments, as listed in Exhibit A.

    • Purchase prices revised for certain Cooperative Apartments and Reconfigured Cooperative Apartments (Exhibit A)
    • Apartment 9C revised purchase price: 1,654,000
    • Apartment 33AB revised purchase price: 4,995,000
    • No other material changes to facts or circumstances affecting the Property or the offering, except as set forth in this Amendment

31. Amendment 31 February 3, 2012

    This amendment revises the Purchase Prices of 63 cooperative apartments listed in Exhibit A and states no other material changes to the Property or the offering.

    • Purchase prices revised for 63 apartments listed in Exhibit A
    • Revised prices range from 799,000.00 (5G) to 4,685,000.00 (33AB and 33CD)
    • No other material changes to the Property or the offering, except as set forth in this amendment

30. Amendment 30 November 16, 2011

    This amendment revises the purchase prices of 13 cooperative apartments, lowering 3 and raising 10, with a printed net total change of $1,050,000.

    • Price of unit 6B lowered from $1,243,000 to $995,000 ($248,000 decrease)
    • Price of unit 6E lowered from $1,263,000 to $1,150,000 ($113,000 decrease)
    • Price of unit 5G lowered from $916,000 to $850,000 ($66,000 decrease)
    • Prices of units 24AB, 25AB, 26AB, 27AB, 28AB and 30AB raised by $181,000 each
    • Price of unit 26A raised from $2,336,000 to $2,481,000 ($145,000 increase)
    • Price of unit 15D raised from $1,590,000 to $1,695,000 ($105,000 increase)
    • Price of unit 29AB raised from $4,219,000 to $4,310,000 ($91,000 increase)
    • Price of unit 21C raised from $1,884,000 to $1,934,000 ($50,000 increase)

29. Amendment 29 October 24, 2011

    This amendment adds an option to buy reconfigured four-bedroom apartments on floors 8-20 and 21-33, sets revised purchase prices and maintenance for all apartments, and updates the sponsor's financial disclosures and the budget.

    • Offers reconfigured four-bedroom AA-line Apartments on floors 8-20 and 21-33, with floor plans in Exhibit A
    • Revised purchase prices, share counts and estimated maintenance for all apartments, per Schedules A, A-1, A-2 and A-3 (Exhibit B)
    • Sponsor's unsold apartments and allocated shares listed as of October 1, 2011 (Exhibit C)
    • Sponsor's monthly maintenance payments on unsold apartments approximately $256,308 as of October 1, 2011
    • Unsold Share Loan balance $99,839,733.05 as of October 1, 2011
    • Financial statements for the year ended December 31, 2010 added (Exhibit D)
    • Budget for the calendar year ending December 31, 2011 included (Exhibit E)
    • Plan may not be used after twelve (12) months following the Filing Date of this Amendment unless extended or amended

28. Amendment 28 October 7, 2011

    This amendment revises the purchase prices for two cooperative apartments, Units 21C and 21D, as listed in Exhibit A.

    • Revised purchase price for Unit 21C: $1,884,000.00
    • Revised purchase price for Unit 21D: $1,996,000.00

27. Amendment 27 September 30, 2011

    The amendment revises the Purchase Prices for three apartments (7C, 21A and 23A) as set out in its Exhibit A.

    • Purchase price of Unit 7C revised to $1,490,000.00
    • Purchase price of Unit 21A revised to $2,599,000.00
    • Purchase price of Unit 23A revised to $2,438,000.00

26. Amendment 26 September 22, 2011

    This amendment revises the purchase prices for certain cooperative apartments, as set out in the attached Exhibit A schedule.

    • Purchase prices revised for certain cooperative apartments (Exhibit A, Schedules A, A-1 and A-2)
    • Share allocations for cooperative apartments listed in Exhibit A (26th Amendment Shares column)
    • Except as stated in this amendment, no other material changes to the offering are reported

25. Amendment 25 September 15, 2011

    This amendment revises the purchase prices for certain cooperative apartments as set out in Exhibit A and states that there are no other material changes to the property or offering.

    • Purchase prices revised for certain cooperative apartments, as listed in Exhibit A (Schedule A, A-1 and A-2)
    • No other material changes to the property or offering, except as set forth in this amendment

24. Amendment 24 August 12, 2011

    The amendment lets buyers purchase Apartments 4B and 4C together as one combined apartment, 4BC, with its own floor plan and revised purchase price, share, and maintenance figures.

    • Apartments 4B and 4C offered as a single combined apartment, 4BC
    • Floor plan for Apartment 4BC added as Exhibit A (Residence B/C Combine, 2,192 S.F., 4th floor, 3 bedrooms, 2 baths, 2 powder rooms)
    • Purchase price, number of shares and estimated maintenance for Apartment 4BC set out in revised Schedule A, A-1 & A-2 (Exhibit B)
    • No other material changes to the property or the offering

23. Amendment 23 July 18, 2011

    This amendment revises the purchase prices for certain cooperative apartments, as set out in the attached Exhibit A schedules.

    • Purchase prices revised for certain Cooperative Apartments (Exhibit A, Schedules A, A-1 and A-2)
    • Schedules cover January 1, 2011 to December 31, 2011, and list projected monthly and annual maintenance for each apartment
    • Apart from this amendment, no material changes to the property or offering are reported

22. Amendment 22 June 1, 2011

    This amendment revises purchase prices, square footages, maintenance charges and the budget, adds newly reconfigured apartments and a combined apartment, and updates the sponsor's financial, occupancy and lawsuit disclosures.

    • Purchase prices, square footages and Maintenance Charges revised for certain apartments (Exhibit E)
    • Apartments GF and 6G offered as a single Apartment GFG
    • New Reconfigured AB Cooperative Apartments on the 4th through 33rd Floors offered; sponsor may negotiate modified floor plans
    • Budget updated for the year ending December 31, 2011
    • Temporary certificate of occupancy effective April 7, 2011
    • Updated summary of crane collapse lawsuits naming the sponsor, with no specific damages amount stated
    • Cooperative Board members named as Doug Maclaury, Ray Savino and John Caiazzo, all affiliated with sponsor
    • ILSFDA references deleted from the Purchase Agreement because the Unsold Apartments are exempt

21. Amendment 21 April 11, 2011

    This Twenty-First Amendment revises the purchase prices of five cooperative apartments (6F, 21C, 23C, 21D and 10AB) as listed in Exhibit A.

    • Revised purchase price of apartment 6F: 999,000
    • Revised purchase price of apartment 21C: $ 1,750,000
    • Revised purchase price of apartment 23C: $ 1,765,000
    • Revised purchase price of apartment 21D: $ 1,795,000
    • Revised purchase price of apartment 10AB: $ 3,100,000

20. Amendment 20 March 23, 2011

    This Twentieth Amendment revises the purchase prices of four cooperative apartments (8A, 9C, 9D and 9CD) as set out in Exhibit A.

    • Purchase price of apartment 8A set at $1,795,000
    • Purchase price of apartment 9C set at $1,385,000
    • Purchase price of apartment 9D set at $1,399,000
    • Purchase price of apartment 9CD set at $2,995,000

19. Amendment 19 March 9, 2011

    This amendment revises the purchase prices of nine cooperative apartments listed in Exhibit A and states that there are no other material changes to the property or offering.

    • Purchase prices revised for 9 cooperative apartments listed in Exhibit A
    • 4E: $495,000; 4G: $850,000; 11A: $1,890,000
    • 12B: $1,210,000; 15D: $1,590,000; 17C: $1,650,000
    • 19B: $1,300,000; 24C: $1,775,000; 26A: $2,336,000
    • No other material changes to the property or offering

18. Amendment 18 November 24, 2010

    This Eighteenth Amendment reports the September 8, 2010 first closing, the Sponsor's payment of Cooperative operating expenses, the ground lease and roof easement arrangements, Sponsor control of the Cooperative Board, a temporary certificate of occupancy, and a six-month limit on using the Plan.

    • First closing held September 8, 2010 for 316 shares allocated to Cooperative Apartment 6D
    • Sponsor pays all Cooperative operating expenses during the Waiver Period, so no monthly Maintenance charges are payable by the Sponsor
    • Ground lease interest assigned to 333 East 91st Street Holdings LLC, which merged into the Apartment Corporation; Ground Lease Second Amendment added as Exhibit A
    • Roof Easement Agreement with ECF added for terrace space on the eighth floor; Sponsor anticipates assigning it to the Apartment Corporation
    • Sponsor controls the Cooperative Board with no limit on the length of control, and has the right to appoint a majority for five years from the Cooperative Conversion Date unless it relinquishes that right earlier
    • Initial Cooperative Board members named as Doug Maclaury, Ray Savino and John Caiazzo, all affiliated with Sponsor
    • Unsold Share Loan from HSBC Bank USA, National Association of approximately $137,298,048.25 as of October 19, 2010; sale proceeds go to principal, with a UCC-3 release delivered at or before each closing
    • Plan may not be used after six (6) months following the Filing Date of this Amendment unless further extended or amended

17. Amendment 17 JUNE 10, 2010

    This amendment declares the offering plan effective after 24 purchase agreements were signed, updates buyers on lawsuits over a construction crane collapse that name the sponsor, and sets a six-month limit on using the plan unless it is extended or amended.

    • Plan declared effective based on 24 agreements, 18% of the 128 cooperative apartments offered
    • Lawsuits over a construction crane collapse at the property name the sponsor as a defendant, and the total damages sought from the sponsor are not specified
    • Sponsor believes it has no legal liability and expects defense costs to be covered by the general contractor's and subcontractors' insurance
    • Plan will be amended once the lawsuits specify the exact damages sought from the sponsor
    • Exhibit A affidavits and schedule of bona fide purchaser agreement dates added
    • Plan may not be used after six months following the Filing Date of this Amendment unless further extended or amended

16. Amendment 16 March 30, 2010

    This sixteenth amendment reports an anticipated improved second ground lease amendment, lowers the first-year costs and loan, updates the budget and price schedules, waives the lender's presale requirement, names a selling agent, and limits use of the plan to six months unless extended.

    • Lender waived the presale requirement; plan may be declared effective once agreements are signed by bona fide purchasers for no less than 15% of the Cooperative Apartments (previously 20% of square footage)
    • Sponsor anticipates a Second Amendment to Ground Lease with an option to purchase the land at year 75 and, if that option is not exercised, an option to extend the ground lease 50 years to 2130; a fully executed copy will come in a later amendment
    • New ground rent and PILOT formula: 25% of payments are Ground Rent and 75% are PILOT; first-year Ground Rent is $569,465
    • Cooperative Loan reduced from $20,000,000 to $0, cutting first-year annual Debt Service from $1,350,000 to $0
    • Updated Schedule B projected budget for the period beginning January 1, 2010, and revised Schedule A and Schedule A-1 purchase prices and share allocations
    • Total shares of capital stock increased to 100,000
    • Prudential Douglas Elliman, 575 Madison Avenue, New York, New York 10022, disclosed as Selling Agent
    • Plan may not be used after six months following the Filing Date of this Amendment unless extended or amended

15. Amendment 15 FEBRUARY S, 2010

    This Fifteenth Amendment revises the purchase prices for certain cooperative apartments and reconfigured cooperative apartments, as listed in Exhibit A, and states there are no other material changes.

    • Purchase prices revised for certain cooperative apartments and reconfigured cooperative apartments, per Exhibit A
    • Exhibit A lists prices for units 3A through 33C, including PHA and PHB at $5,686,000 each
    • Exhibit A lists prices for reconfigured units, e.g., 4AB at $3,007,000 and 33CD at $4,390,000
    • Previous prices are not stated, so the direction of each change is not shown
    • No other material changes to the Property or offering, per Section 4

14. Amendment 14 January 6, 2010

    This amendment revises the purchase prices for 22 cooperative apartments listed in Exhibit A and makes no other material changes to the property or offering.

    • Purchase prices revised for 22 cooperative apartments and reconfigured apartments listed in Exhibit A
    • Revised prices range from $520,000.00 (Unit 4F) to $3,733,569.00 (Units 23AB and 23CD)
    • Section 4 states there are no material changes except as set forth in this amendment

13. Amendment 13 December 16, 2009

    This Thirteenth Amendment replaces the property description with an updated one, ends the Kitchen Finish Rider so later agreements use the standard kitchen finishes in Exhibit A, and sets a six-month limit on using the plan unless it is extended or amended.

    • Updated Description of Property (Exhibit A) replaces the one in the original plan
    • Updated Certification of Project Architect added (Exhibit B)
    • Kitchen Finish Rider deleted; agreements entered after this Amendment get the Kitchen Finishes in Exhibit A (the purchaser kitchen-finish selection had run until March 1, 2008)
    • Plan may not be used after six (6) months following the Filing Date of this Amendment, unless extended or amended

12. Amendment 12 November 2, 2009

    Sponsor raises the purchase prices of certain reconfigured apartments, as set out in new Schedule A-1, which also lists share allocations and projected maintenance for July 1, 2009 to June 30, 2010.

    • Purchase prices increased for certain Reconfigured Cooperative Apartments
    • Schedule A-1 sets offering prices and share allocations for July 1, 2009 to June 30, 2010
    • Schedule A-1 lists projected monthly and annual maintenance with and without 421-a benefits for each unit
    • Unit 33CD offering price shown as $4,340,000 with 835 shares
    • Except as stated in this amendment, no other material changes to facts or circumstances affecting the property or offering

11. Amendment 11 June 16, 2009

    The amendment lets the Sponsor waive maintenance charges before full occupancy, requires a $250,000.00 litigation fund, adds a tax-related risk disclosure, replaces the Purchase Agreement for later buyers, and sets a six-month limit on using the plan.

    • Sponsor may waive maintenance charges before full occupancy, but must pay building operating expenses during that Waiver Period; real estate taxes and property insurance remain payable by shareholders
    • Sponsor must deposit $250,000.00 into an escrow fund, held by Reed Smith LLP, to pay attorneys' fees for defending the Apartment Corporation in lawsuits arising from the Incident
    • Special Risks adds that the Agreement is sometimes called an 'option agreement' and that the IRS may challenge this tax characterization
    • A revised Purchase Agreement replaces the existing one for purchasers who sign after this amendment
    • The plan may not be used after six (6) months following the Filing Date of this Amendment unless it is extended or amended

10. Amendment 10 December 4, 2008

    This Tenth Amendment revises the square footage of the Unit C (C-Line) units on floors 21-33 and updates Schedule A, adds HSBC deposit insurance disclosures, and limits how long the Plan may be used.

    • Revised square footage for Unit C on floors 21-33 (C-Line Units), shown as Residence C, Area: 1,391 S.F., 2 Bedroom, 2 Bath, Balcony: 67 S.F. in revised Exhibit A floor plan
    • Schedule A (Purchase Prices and Share Allocation) revised to reflect the new C-Line square footage, for the period from July 1, 2009 to June 30, 2010
    • HSBC Bank USA, National Association deposits covered by FDIC insurance up to $250,000 per individual deposit; deposits above $250,000 not federally insured in excess of that amount
    • Deposits in the non-interest bearing checking portion of the Master Escrow Account may not be fully federally insured even if under $250,000
    • On January 1, 2010, FDIC coverage returns to at least $100,000 per deposit; any Deposit over $100,000 for a Unit made before or after that date will not be federally insured in excess of $100,000
    • The Plan may not be used after six (6) months following the Filing Date of this Amendment, unless the Plan is extended or amended

9. Amendment 9 OCTOBER 23, 2008

   The amendment expands the reconfigured apartment offering to floors 4 through 33, updates High-Rise Unit prices and the share count, reports the lifted stop work order and possible First Closing delay, adds new lawsuits, and amends the ground lease.

   • New Reconfigured Cooperative Apartments now offered on 4th through 33rd Floors (previously 21st through 33rd)
   • Units A, B, C and D on Floors 21-33 reconfigured, with revised Purchase Prices, square footages, Maintenance and Resident Manager's Unit contribution
   • Total Shares set at 41,452
   • First Closing, anticipated in or about July 2009, may be delayed up to ninety (90) days
   • Department of Buildings stop work order lifted on 07/18/08 and construction recommenced
   • Plaintiff seeks $100,000,000 in damages; five additional personal injury claims added with unspecified damages
   • Ground Lease First Amendment (February 28, 2008) sets new Escalation Dates and Reappraisal Dates tied to the TCO Date
   • Fixed Rent increases after the 15th Lease Year apply when CPI inflation exceeds 5%

8. Amendment 8 August 26, 2008

   The Sponsor increases the Purchase Prices for certain cooperative apartments, as set out in a new Schedule A for July 1, 2009 to June 30, 2010.

   • Purchase prices increased for certain cooperative apartments under Schedule A
   • New price schedule covers the period July 1, 2009 to June 30, 2010
   • Schedule A also lists share allocation and projected maintenance with and without 421-a benefits, monthly and annually
   • Sponsor states there are no other material changes except as set forth in this amendment

7. Amendment 7 July 2, 2008

   This amendment discloses a May 30, 2008 construction crane collapse at the building and related lawsuit, delays the expected first closing by up to 90 days, raises purchase prices for certain reconfigured apartments, and extends how long the plan may be used.

   • Added special risk disclosure of May 30, 2008 construction crane collapse that caused two fatalities and damaged neighboring building at 354 East 91st Street
   • Department of Buildings issued a stop work order; investigation ongoing
   • Sponsor named as a defendant in lawsuit commenced June 19, 2008 seeking unspecified damages; Sponsor says it does not believe it is liable and maintains sufficient insurance
   • First closing scheduled in or about July 2009 may be delayed up to ninety (90) days
   • Purchase prices increased for certain Reconfigured Cooperative Apartments per Schedule A-1 for July 1, 2009 to June 30, 2010
   • Plan may not be used after six (6) months following the Filing Date of this Amendment unless extended or amended

6. Amendment 6 October 5, 2006

   This amendment makes the purchase agreement an option-style agreement, removes Sponsor's right to force a buyer to close, adds a Third Deposit and new default and cancellation terms, combines Units B and C into Unit B/C, revises prices and taxes, and extends the plan's usable period.

   • Purchase agreement designated an "option" agreement; Sponsor can no longer compel specific performance against a defaulting Purchaser
   • Third Deposit added, payable by the earlier of Closing or the date Sponsor issues a default notice; Deposit now means the First, Second and Third Deposits together
   • Section 15.2 replaced: after a 30-day cure period, Sponsor may cancel, keep deposits and interest, and resell the Unit; damages are actual damages under New York State law
   • Units B and C on floors 21 through 24 and 26 through 28 combined into one Unit, designated B/C
   • Revised Schedule A changes purchase prices, Common Charges, real estate taxes and square footage for Units
   • Real estate tax opinion updated August 23, 2006; first-year taxes stated as lower than originally estimated in the Plan
   • Plan may not be used after the later of 12 months from the Plan's Filing Date or 6 months after this Amendment's Filing Date
   • Units listed in Exhibit E get a larger "Tea for Two" Kohler K-855 master bathroom tub instead of the Koehler Maestro K-840

5. Amendment 5 May 18, 2006

   This Fifth Amendment raises the purchase prices of certain residential units at Avery, 100 Riverside Boulevard, as listed in its Exhibit A schedule of purchase prices.

   • Purchase prices raised for 62 residential units listed in Exhibit A
   • Revised offering prices range from 990,000 (unit 5J) to 3,150,000 (unit 21D (T))

4. Amendment 4 April 21, 2006

   This Fourth Amendment raises the Purchase Prices of certain Residential Units at Avery, 100 Riverside Boulevard, as set out in the Exhibit A schedule, and states there are no other material changes to the property or offering except as set forth in the amendment.

   • Purchase Prices increased for certain Residential Units, as listed in the Exhibit A "Schedule of Purchase Prices"
   • Exhibit A schedule restated to reflect the Fourth Amendment, including offering prices and related estimated carrying costs and taxes
   • No other material changes to the Property or the offering, except as set forth in this amendment

3. Amendment 3 April 20, 2006

   The amendment raises the purchase prices of 14 residential units (21B through 28C) as listed in Exhibit A, and states no other material changes to the property or offering.

   • Purchase prices raised for 14 residential units (21B, 21C, 22B, 22C, 23B, 23C, 24B, 24C, 26B, 26C, 27B, 27C, 28B, 28C)
   • Unit 21B: $2,712,500; 21C: $1,637,500; 22B: $2,027,500; 22C: $1,637,500
   • Unit 23B: $2,057,500; 23C: $1,637,500; 24B: $2,057,500; 24C: $1,657,500
   • Unit 26B: $2,102,500; 26C: $1,677,500; 27B: $2,102,500; 27C: $1,677,500
   • Unit 28B: $2,152,500; 28C: $1,737,500
   • Prior prices are not stated in this amendment
   • No other material changes to the property or offering, except as stated in this amendment

2. Amendment 2 April 17, 2006

   This amendment adds hot tubs to the terraces of certain units with revised floor plans and prices, changes the deposit schedule, clarifies the agreement's tax treatment, and updates the Sponsor's address, phone number and signature block.

   • Revised floor plans (Exhibits A–D) show hot tubs on the Terraces of certain Units, with a revised Schedule A of purchase prices
   • Additional Deposit due by the earlier of six months after the Agreement date or fifteen days after the plan-declared-effective amendment, and no later than Closing
   • Agreement deemed an option for federal income tax purposes only; Sponsor cannot compel specific performance, but Purchaser can seek it after a Sponsor default
   • Plan may not be used after six months following the Filing Date of this Amendment unless extended or amended
   • Copies of the Plan may be borrowed for a non-refundable $150 deposit
   • Sponsor address changed to c/o Extell Development Company, 800 Third Avenue, Fourth Floor, New York, New York; phone (212) 712-6000
   • Sponsor signature block changed to CRP/EXTELL Parcel H, L.P.
   • Avery reported verbally to be in the home zone of P.S. 199, 270 West 70th Street; no written confirmation received

1. Amendment 1 March 10, 2006

   This First Amendment increases the Purchase Prices for certain Residential Units at Avery, as set out in its Exhibit A schedule, and states there are no other material changes.

   • Purchase prices increased for certain Residential Units, as listed in Exhibit A
   • Unit 3A revised to $2,625,000
   • Amendment modifies and supplements the Condominium Offering Plan dated February 27, 2006
   • No other material changes of facts or circumstances affecting the Property or the offering, except as set forth in this Amendment

Summarized from the amendments' text (scanned ones read with OCR); the filings themselves are on the Attorney General's site.