AGREEMENT FOR PURCHASE OF

                       REAL ESTATE AND RELATED PROPERTY



                     Dated as of the 10th day of May 2001,



                                by and between



 New Plan Excel Realty Trust, Inc., ("Seller") a Maryland corporation having

      offices at 1120 Avenue of the Americas, New York, New  York, 10036



                                     and



  Coolidge-Koenmen LLC ("Purchaser"), a Delaware limited liability company,

 having offices at c/o Houlihan-Parnes Realtors, LLC, One West Red Oak Lane,

                        White Plains, New York, 10604









{PAGE}   2





                                TABLE OF CONTENTS



{TABLE}

{CAPTION}

                                                                                     Page

                                                                                     ----

{S}                                                                                  {C}

1.       Purchase and Sale of Property................................................1



2.       Purchase Price...............................................................3



3.       Operation of Property through Closing........................................4



4.       Status of Title of Property..................................................8



5.       Closing.....................................................................12



6.       Casualty Loss and Condemnation..............................................19



7.       Representations and Warranties..............................................20



8.       BOND FINANCINGS.............................................................27



9.       Brokerage...................................................................29



10.      Defaults and Remedies.......................................................29



11.      Seller as Agent.............................................................33



12.      Dropping of Properties due to a Material Default, Title Defect,

         Failure to Obtain a Necessary Consent, Casualty or Condemnation

         with Respect to a Property and Deferred Closings............................33



13.      Miscellaneous...............................................................36



14.      Indemnification Procedures..................................................43



15.      Interest Transfers..........................................................44



16.      Mezzanine Financing.........................................................48



17.      No Shop/BOARD Approval......................................................50



18.      Table of Defined Terms......................................................50

{/TABLE}









{PAGE}   3



                                                                 Execution Copy



                          AGREEMENT FOR PURCHASE OF

                       REAL ESTATE AND RELATED PROPERTY



                  THIS AGREEMENT FOR PURCHASE OF REAL ESTATE AND RELATED

PROPERTY (this "Agreement") is made and entered into as of the 10th day of May

2001, by and among New Plan Excel Realty Trust, Inc. ("Seller"), a Maryland

corporation having offices at 1120 Avenue of the Americas, New York, New York,

10036, and Coolidge-Koenmen LLC ("Purchaser"), a Delaware limited liability

company, having offices at c/o Houlihan-Parnes Realtors, LLC, One West Red Oak

Lane, White Plains, New York 10604.



                                   RECITALS



                  A.       Seller or its wholly owned subsidiaries set forth

on Exhibit A (each an "Affiliate" and collectively "Affiliates") are the

owners of the Properties  set forth opposite their names on Exhibit A.



                  B.       Seller desires to sell or cause the Affiliates to

sell the Properties to Purchaser by deed conveyance of each Property or by

transfer of 100% of the direct ownership interests (the "Interests") in the

owner of such Property as indicated on Exhibit A to be transferred by an

interest transfer (each, a "Property Owner"), and Purchaser desires to so

purchase the Properties or said Interests in such Property Owner from Seller

or the Affiliates as applicable, each upon and subject to the terms and

conditions of this Agreement.



                  C .      Section 18 contains a table of defined terms.



                  NOW THEREFORE, in consideration of the terms, covenants and

conditions contained in this Agreement, and other good and valuable

consideration, the receipt and sufficiency of which are hereby acknowledged,

Seller and Purchaser agree as follows:



1.       PURCHASE AND SALE OF PROPERTY



                  Subject to the terms and conditions of this Agreement

(including, without limitation, Section 15), Seller shall or shall cause the

Affiliates to sell and convey and Purchaser shall purchase the following

described property (any of which with respect to an individual apartment

complex described on the attached Exhibit A, is referred to individually as a

"Property" and collectively as the "Properties") or the Interests in the owner

of such Property, as indicated on Exhibit A to be transferred by an interest

transfer (and therefore the Property owned by the applicable Property Owner):



                  (A)      those certain tracts of real estate on which are

situated apartment complexes described on the attached Exhibit A, which real

estate is legally described in the attached Exhibit B, together with all and

singular easements, covenants, agreements, rights, privileges, tenements,

hereditaments and appurtenances thereunto now or hereafter belonging or

appertaining thereto (collectively the "Land"); and



{PAGE}   4



                  (B)      all right, title and interest of Seller or the

Affiliates (whether now or hereafter existing) in and to any land lying in the

bed of any street, alley, road or avenue (whether open, closed or proposed)

adjoining the Land or any of it (all of the foregoing being included within

the term "Land"); and



                  (C)      all right, title and interest of Seller or the

Affiliates in and to all of the buildings, structures, fixtures, facilities,

installations and other improvements of every kind and description now or

hereafter located on the Land, including, without limitation, any and all

plumbing, air conditioning, heating, ventilating, mechanical, electrical and

other utility systems, parking lots and facilities, landscaping, roadways,

sidewalks, swimming pools and other recreational facilities, security devices,

signs and light fixtures (collectively, the "Improvements") (the Land and

Improvements being collectively referred to as the "Premises"); and



                  (D)      all right, title and interest of Seller or the

Affiliates in and to all furniture, furnishings, fixtures, equipment,

machinery, maintenance vehicles and equipment, tools, parts, recreational

equipment, carpeting, computers, computer hardware, window treatments,

stationery and other office supplies, and other tangible personal property of

every kind and description situated at the Premises, owned by Seller or the

Affiliates and which is not leased from third parties or owned by tenants

under the Leases, together with all replacements and substitutions therefor

(together with the intangible personal property hereinafter identified,

including without limitation any trade names used by Seller or an Affiliate

with respect to the Premises, collectively the "Personal Property"), the

Personal Property includes, without limitation, the items set forth on Exhibit

C attached to this Agreement; and



                  (E)      all right, title and interest of Seller or the

Affiliates in and to all existing surveys, blue prints, drawings, plans and

specifications (including, without limitation, structural, HVAC, mechanical

and plumbing plans and specifications) and other documentation for or with

respect to the Property; all marketing artwork and construction drawings,

concerning the Property, in each case, to the extent in the possession or

control of Seller or the Affiliates; all tenant lists and data, correspondence

with past, present and prospective tenants, vendors, suppliers, utility

companies and other third parties, booklets, manuals and promotional and

advertising materials concerning the Property or any part thereof, in each

case, to the extent in the Seller's or an Affiliate's possession or control;

and such other existing books, records and documents (including, without

limitation, those relating to ad valorem taxes and leases) used solely in

connection with the operation of the Property to the extent in Seller's or an

Affiliate's possession or control; and



                  (F)      all right, title and interest of Seller or the

Affiliates in and to the leases affecting each Premises (the "Leases") and the

other intangible personal property now or hereafter owned by Seller or the

Affiliates and relating to the Property, including, without limitation,

claims, choses in action, lease and other contract rights, names, and, if

available, telephone exchange numbers.



                  (G)      Notwithstanding anything herein to the contrary,

but subject to Section 3(G), all computers, computer hardware, computer

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