Gretsch Building

Amendment 23 Dec 14, 2006

Commercial units now offered; two unsold commercial units priced and their square footage corrected.

• Total purchase price increased to $103,745,000.00
• Unit CE offering price set to $4,500,000.00
• Unit CW offering price set to $4,500,000.00
• Unit CE gross square footage corrected to 17,306 sq. ft.
• Unit CW gross square footage corrected to 16,737 sq. ft.
• Unit CE percentage of common interest 5.50%; monthly common charges $2,846.04 (current) / $2,952.51 (2007)
• Unit CW percentage of common interest 5.50%; monthly common charges $2,846.04 (current) / $2,952.51 (2007)
• Monthly assessment of $776.49 included in common charges, applicable until December 31, 2007

Amendment 22 October 2006

Amendment updates sponsor's financial obligations, board composition, and extends the offering plan period.

• Sponsor owns non-residential units not being offered for sale
• Aggregate monthly common charges for sponsor-owned units are $4,139.10; annual estimated real estate taxes are $146,290.00
• Non-residential units are not currently rented and not subject to mortgage
• Board of Managers now controlled by unit owners; first unit owners meeting held March 2, 2006
• Board members: Michael Gabbay (President), Phil Kuntz (Secretary and Treasurer), Joan Malkin (Vice President), Michael Wydra (Board Member), Howard Schneider (Board Member)
• Financial statements for fiscal year ending October 31, 2005 and budget for fiscal year commencing November 1, 2005 not yet available
• Offering plan effective period extended for six months from amendment date

Amendment 21 2006

Updates unsold unit status, pricing, and common charges; extends offering plan period by six months.

• Unit 10G offered at $899,000.00 with monthly common charges of $690.09
• 2005/2006 estimated real estate taxes for Unit 10G: $1,905.20 annually / $158.77 monthly
• One residential unit remains unsold/under contract as of amendment date
• Offering plan effective period extended six months from amendment date
• Board member addresses updated: Michael Wydra and Howard Schneider maintain office at 8313 Bay Parkway, Lower Level, Brooklyn, NY 11214
• Financial statements for fiscal year ending October 31, 2005 and 2005/2006 budget not yet available; will be disclosed when available

Amendment 20 Oct 26, 2005

Amendment updates unsold unit pricing, common charges, and real estate taxes; extends offering plan validity by six months.

• 15 residential units remain unsold/under contract (8D, 9A, 9H, 9L, 10A, 10B, 10C, 10D, 10E, 10G, 10H, 10J, 10K, 10L, 10M)
• Offering prices range from $615,000 (10M) to $1,350,000 (10D)
• Monthly common charges range from $493.40 to $986.81
• 2005/2006 estimated annual real estate taxes based on July 1, 2005 assessments; projections for 100% completion in Schedule A
• Financial statements for fiscal year ending October 31, 2005 and 2005/2006 budget not yet available at amendment date
• Aggregate monthly common charges for all sponsor-owned units: $10,472.87; aggregate monthly estimated real estate taxes: $17,399.12
• No unsold units currently rented; no unsold units subject to mortgage
• Offering plan validity extended six months from amendment date

Amendment 19 Apr 13, 2005

Amendment reports 83 unsold units with current pricing, common charges, and tax estimates; confirms first two closings completed and temporary certificate of occupancy issued.

• First unit closing (Unit 2Q) occurred February 10, 2005
• Second unit closing (Unit 2M) occurred February 14, 2005; Sponsor escrowed $60,000.00 for permanent certificate of occupancy
• Temporary certificate of occupancy issued February 8, 2005 for floors 2-4
• Working Capital Fund amount: $25,045.81
• 83 unsold units listed with offering prices, monthly common charges, and 2004/2005 estimated annual/monthly real estate taxes
• Unsold units subject to two North Fork Bank mortgages with total principal balance approximately $27,640,540.70 and maturity date August 1, 2005
• Aggregate monthly common charges for all Sponsor-owned units: $44,996.84
• Aggregate monthly estimated real estate taxes for all Sponsor-owned units: $74,755.55

Amendment 18 Mar 19, 2005

Purchase prices increased for certain residential units, raising the total offering price to $94,745,000.00.

• Unit 5L price raised to $499,000
• Unit 5P price raised to $429,000
• Total Purchase Price of Offering now $94,745,000.00

Amendment 17 Dec 3, 2004

Reconfigures commercial units by consolidating storage into one commercial unit, eliminating separate storage unit designation.

• Storage Unit incorporated into Commercial Unit CW; only 2 Commercial Units (CE and CW) remain
• Schedule A updated: Commercial Units CE and CW each 5.5000% common interest, 50.0000% contribution share, $16,192.66 annual common charges
• Corrected gross square footages: Unit 3H from 668 to 688 sq ft, Unit 4H from 668 to 688 sq ft
• Corrected balcony/terrace sizes: 10J from 285 to 280 sq ft, 10K from 234 to 231 sq ft, PH1A from 3,693 to 3,788 sq ft, PH1B from 1,394 to 1,386 sq ft, PH2A from 1,910 to 2,065 sq ft
• Small storage room adjacent to residential lobby converted to half bathroom
• Definitions of Storage Unit and Storage Unit Owner deleted
• Non-Residential Units definition clarified as the Commercial Units only

Amendment 16 Nov 24, 2004

Plan declared effective with 107 units (82%) sold; lists all purchased units and purchase agreement dates.

• Offering Plan declared effective by Department of Law notice dated October 6, 2004
• 107 residential units purchased, representing 82% of units offered
• List of all 107 purchased units with individual purchase agreement dates provided

Amendment 15 Jul 4, 2004

Purchase prices for certain residential units increased; total offering price now $94,581,000.00.

• Purchase prices for certain residential units in Schedule A increased
• Total Purchase Price of the Offering now $94,581,000.00
• New prices set forth in attached Schedule A-1

Amendment 14 Jul 23, 2004

Floor plans for six units (10D, 10E, 10F, 10G, 10H, 10J) are revised to reflect window reconfiguration and as-built bedroom wall conditions, and purchasers of these units are offered rescission rights.

• Revised floor plans for Units 10D, 10E, 10F, 10G, 10H, 10J showing window reconfiguration and as-built bedroom walls
• Purchasers of Units 10D, 10E, 10F, 10G, 10H, 10J may rescind within 20 days of amendment mailing
• Schedule B and B-1 (first year budget) certified as reasonable and adequate by Advanced Management Services

Amendment 13 Jun 22, 2004

Penthouse 1A gross square footage increased and unit layout reconfigured with bathroom and structural changes.

• PH1A gross square footage increased by 89 sq ft to 2,462 sq ft (Schedule A)
• PH1A Schedule B square footage increased by 104 sq ft to 2,258 sq ft
• Bathrooms reconfigured in PH1A
• Structural columns relocated in PH1A
• Revised floor plan and Schedule B provided
• Purchasers of PH1A offered 20-day rescission right with full refund of deposit and interest

Amendment 12 Jun 2, 2004

Purchase prices for certain residential units increased; total offering price revised to $94,006,000.00.

• Unit 4D price set to $750,000
• Total Purchase Price of Offering now $94,006,000.00

Amendment 11 May 7, 2004

Purchase prices increased for certain residential units, raising the total offering price to $93,956,000.00.

• Purchase price of PH1B increased to $1,925,000
• Total Purchase Price of Offering now $93,956,000.00

Amendment 10 Feb 9, 2004

Purchase prices increased for four residential units; total offering price raised to $93,756,006.00.

• Unit 8C price raised to $1,325,000
• Unit 8J price raised to $1,195,000
• Unit 8K price raised to $1,095,000
• Unit 10J price raised to $1,395,000
• Total Purchase Price of Offering now $93,756,006.00
• Schedule A prices increased for 4 homes (median +7.4%): 8C $1,250,000 → $1,325,000; 8J $1,100,000 → $1,195,000; 8K $1,054,000 → $1,095,000; 10J $1,299,000 → $1,395,000

Amendment 9 Jan 27, 2004

Purchase prices increased for six residential units; total offering price restated to $93,449,000.00.

• Unit 9A price raised to $1,000,000
• Unit 10A price raised to $1,025,000
• Unit 7A price raised to $895,000
• Unit 3F price raised to $775,000
• Unit 7E price raised to $795,000
• Unit 7L price raised to $745,000
• Total Purchase Price of Offering now $93,449,000.00
• Schedule A prices increased for 6 homes (median +5.3%): 3F $735,000 → $775,000; 7A $845,000 → $895,000; 7E $785,000 → $795,000; 7L $734,000 → $745,000; ...

Amendment 8 January 2004

Purchase prices increased for nine residential units, raising the total offering price to $93,238,000.00.

• Nine units have new prices: 3L ($489,000), 3T ($675,000), 4J ($495,000), 4U ($499,000), 8C ($1,250,000), 8D ($1,375,000), 9C ($1,295,000), 10C ($1,375,000), 10D ($1,495,000)
• Total Purchase Price of the Offering is now $93,238,000.00
• Schedule A prices increased for 7 homes (median +3.8%): 3L $479,000 → $489,000; 3T $665,000 → $675,000; 8C $1,149,000 → $1,250,000; 8D $1,200,000 → $1,375,000; ...
• Schedule A prices decreased for 1 home (median -10.1%): 4U $555,000 → $499,000

Amendment 7 2003

Purchase prices increased for 10 residential units, raising the total offering price to $92,756,000.00.

• Purchase prices increased for units 2D, 3L, 3N, 3S, 4G, 4J, 4K, 4L, 4N, 5K
• Total Purchase Price of the Offering is now $92,756,000.00
• Schedule A prices increased for 10 homes (median +6.5%): 2D $480,000 → $525,000; 3L $439,000 → $479,000; 3N $309,000 → $329,000; 3S $329,000 → $349,000; ...

Amendment 6 Oct 15, 2003

This amendment adds a disclaimer about Gretsch musical instruments and relocates the escrow account to a different North Fork Bank branch.

• Sponsor disclaims any affiliation with Gretsch musical instruments manufacturers
• Down payments for units with agreements executed after filing date must be placed in escrow at North Fork Bank branch at 413-86th Street, Brooklyn, New York 11209
• All other escrow requirements remain unchanged

Amendment 5 Oct 8, 2003

Purchase prices increased for 43 residential units; total offering price raised to $92,474,000.00

• Purchase prices for 43 residential units increased per Schedule A1
• Total Purchase Price of the Offering now $92,474,000.00
• Schedule A prices increased for 45 homes (median +2.1%): 2A $375,000 → $385,000; 2B $340,000 → $350,000; 2D $470,000 → $480,000; 2G $485,000 → $495,000; ...

Amendment 4 September 2003

Purchase prices for 80 residential units are increased, raising the total offering price to $92,024,000.00.

• Purchase prices for certain residential units in Schedule A increased, new prices listed in Schedule A1
• Total Purchase Price of the Offering revised to $92,024,000.00
• Schedule A prices increased for 117 homes (median +5.6%): 2A $355,000 → $375,000; 2B $320,000 → $340,000; 2C $565,000 → $600,000; 2D $435,000 → $470,000; ...

Amendment 3 Sep 22, 2003

Purchase prices for 48 residential units at The Gretsch Building increased, raising the total offering price to $88,324,000.00.

• Purchase prices for 48 residential units increased, listed in Schedule A1
• Total Purchase Price of the Offering revised to $88,324,000.00
• Schedule A prices increased for 114 homes (median +4.5%): 2A $340,000 → $355,000; 2B $305,000 → $320,000; 2C $530,000 → $565,000; 2D $415,000 → $435,000; ...

Amendment 2 Sep 19, 2003

Purchase prices increased for 80 residential units; total offering price now $85,389,000.00

• Purchase prices for residential units increased, new prices listed in Schedule A1
• Total Purchase Price of Offering restated to $85,389,000.00
• Schedule A prices increased for 104 homes (median +8.0%): 2A $310,000 → $340,000; 2B $291,000 → $305,000; 2C $499,000 → $530,000; 2D $395,000 → $415,000; ...
• Schedule A prices decreased for 19 homes (median -4.6%): 2M $408,000 → $405,000; 3R $419,000 → $415,000; 3S $272,000 → $269,000; 5N $452,000 → $450,000; ...

Amendment 1 Aug 27, 2003

Corrected unit descriptions, gross square footages, prices for residential units, and bathrooms count in Schedule A and Schedule B.

• Schedule A revised with corrected unit descriptions, gross square footages, and prices for certain Residential Units
• Corrected gross square footages for Non-Residential Units
• Addendum #1 to Architect's Report (dated August 12, 2003) corrects gross square footages of Residential and Non-Residential Units
• Revised Floor Plans for all Residential Units attached
• Schedule B revised with corrected approximate square footages and number of bathrooms for certain Residential Units
• Corrected approximate square footages for Non-Residential Units in Schedule B