70 Berry Street Condominium

Amendment 5 May 3, 2010

This fifth amendment replaces Schedule A with a revised version that makes minor rounding changes to unit common interests and common charges, averaging approximately 10 per month, and states that it gives no right of rescission.

• Schedule A replaced with revised common interests and common charges, changed by rounding at the 4th decimal point
• Monthly common charge changes average approximately 10 per month
• Sponsor states the changes do not give rise to a right of rescission
• Revised Schedule A covers the first year of operation, beginning April 1,2010 and ending March 31,2011

Amendment 4 Mar 3, 2010

The amendment raises the first-year operating budget (April 1, 2010 to March 31, 2011) by 11.45%, mainly by increasing contingency reserves to meet Fannie Mae requirements, and attaches revised common charges, a revised budget, and a new Power of Attorney.

• First-year budget (April 1, 2010 to March 31, 2011) increased by 11.45%
• Reserves for Contingency increased by $23,500 to comply with Fannie Mae requirements so Purchasers can qualify for Fannie Mae financing
• Common charges revised in new Schedule A to reflect the budget increase
• Revised Schedule B shows first-year total of $241,423.87
• New Unit Power of Attorney attached as Schedule C to comply with the Power of Attorney Law effective September 1, 2009

Amendment 3 Jan 27, 2010

This amendment declares the 70 Berry Street Condominium offering plan effective based on purchase agreements for 6 of 38 apartments (15.79%), and sets the closing procedure and location.

• Plan declared effective by notice dated December 23, 2009, after purchase agreements for 6 of the 38 apartments (15.79%) were accepted
• Closing scheduled at the office of Eiseman Levine Lehrhaupt & Kakoyiannis, P.C., 805 Third Avenue, 10th Floor, New York, New York 10022, on 30 days notice unless waived by a Purchaser
• Sponsor's affidavit under R20.5(e)(6) annexed as Exhibit B
• Schedule of all purchasers with purchase prices annexed as Exhibit C
• No other changes to the Offering Plan except as set forth in the First, Second and this Third Amendment

Amendment 2 2009

This amendment offers a parking license for sale, lets buyers make purchases subject to financing, changes the deposit terms and first budget year, revises the schedules and floor plans, and corrects the construction lender and working capital language.

• Parking license offered for sale at $35,000.00; licensee pays currently $53.95 per month common charges plus projected $2.63 monthly real estate taxes with a 421-a benefit, or $70.31 projected per month without 421-a benefits
• Purchase may be made subject to financing by signing the Rider to Purchase Agreement (Exhibit 1)
• Paragraph 4.1(b) of the Purchase Agreement deleted; Paragraph 4.1(d) amended to provide a ten (10%) percent deposit
• First Budget Year changed to begin April 1, 2010 and end March 31, 2011
• Revised Schedule A, new Schedule B and new floor plans attached due to changes in Unit dimensions; Schedule B-1 adds terrace square footage for applicable Units
• Construction Lender corrected: Madison Realty Capital L.P. replaced with Wrightwood Capital, 2 North LaSalle Street, 9th Floor, Chicago, Illinois 60682
• Second paragraph on page 133 in Section U (Working Capital Fund) deleted