PROMISSORY NOTE



$18,000,000 (U.S.)                                  Seattle, Washington

         JULY 23, 2001



         FOR VALUE RECEIVED, the undersigned (individually and collectively,

"Borrower"), jointly and severally, promise to pay to the order of

WASHINGTON MUTUAL BANK, a Washington corporation, at its office at 400

East Main Street, STA3MLM, Stockton, California  95290, Attention:

Commercial Real Estate Asset Management, or at such other place as the

holder of this Note (hereinafter, "holder") may from time to time

designate in writing, the sum of EIGHTEEN MILLION DOLLARS ($18,000,000)

in lawful money of the United States, with interest thereon from the date

of this Note until paid at the rates set forth below, computed on monthly

balances.  Interest for each full calendar month during the term of this

Note shall be calculated on the basis of a 360-day year and twelve

30-day months.  Interest for any partial calendar month at the

beginning or the end of the term of this Note shall be calculated on

the basis of a 365- or 366-day year and the actual number of days in

that month.



         Initial Interest Rate.



         The per annum interest rate hereunder (the "Note Rate") shall

initially be seven and nine hundred eighteen one-thousandths percent

(7.918%) (the "Initial Rate").  The Note Rate is subject to adjustment

as provided below.



         Interest Rate Adjustments.



         Interest Adjustment Date.  Beginning on FEBRUARY 1, 2002 (the

"Initial Interest Adjustment Date"), and on the first day of every

sixth month thereafter, the Note Rate shall be adjusted as provided

below.  Any date on which the Note Rate is to be adjusted as provided

in this Note is referred to herein as the "Interest Adjustment Date."



         The Index.  Beginning with the first Interest Adjustment Date, the

Note Rate will be based on an Index plus the Margin (each as defined

below).  As used in this Note, the term "Index" means the Twelve-Month

Average, determined as set forth below, of the annual yields reported

monthly on actively traded United States Treasury Securities adjusted

to a constant maturity of one year as published by the Federal Reserve

Board in the Federal Reserve Statistical Release entitled "Selected

Interest Rates (G.13)" (the "Monthly Yields").  The Twelve-Month

Average is determined by adding together the Monthly Yields for the

most recently available twelve months and dividing by 12.  The most

recent Index figure available as of fifteen (15) days before each

Interest Adjustment Date is referred to in this Note as the "Current

Index."  If the Index is no longer available, holder shall choose a new

index as the Index which is based upon comparable information.  Holder

shall give Borrower notice of such choice.



         Interest Rate Adjustment.  Before each Interest Adjustment Date,

holder will calculate the new Note Rate by adding two and six-tenths

percent (2.60%) (the "Margin") to the Current Index.  Holder will then

round the result of this addition to the nearest one-thousandth of one

percentage point (0.001%) provided the Note Rate will never increase or

decrease on any single Interest Adjustment Date more than one

percentage point (1.00%) from the immediately preceding Note Rate

except as set forth in Section 10 below.  Subject to the limits stated

in Section 2(d) below, this rounded amount will be the Note Rate until

the next Interest Adjustment Date.



         Interest Rate Limit.  Except as set forth in Section 10 below, the

Note Rate will never be greater than twelve and nine hundred eighteen

one-thousandths percent (12.918%) per annum (the "Rate Limit").



         Delayed Adjustment.  If for any reason holder fails to make an

adjustment to the Note Rate or the Monthly Payment Amount as described

in this Note, regardless of any notice requirement, holder may, upon

discovery of such failure, then make such adjustment as if it had been

made on time.  Borrower agrees not to hold holder responsible for any

damages which may result from holder's failure to make the adjustment

and to allow holder, at its option, to apply any excess monies which

Borrower may have paid to partial prepayment of the unpaid principal

balance of this Note.



         Monthly Payments.



         Beginning on SEPTEMBER 1, 2001 and on the first day of each and

every calendar month thereafter throughout the term of this Note (the

"Monthly Payment Dates"), Borrower shall make monthly payments of

principal and interest (the "Monthly Payment Amounts") to holder as

follows:



         Beginning on SEPTEMBER 1, 2001 through and including FEBRUARY 1,

2002, the Monthly Payment Amount shall be ONE HUNDRED FORTY-NINE

THOUSAND SIX HUNDRED FORTY-ONE and 92/100 Dollars ($149,641.92);



         The Monthly Payment Amount shall be adjusted semi-annually beginning

on MARCH 1, 2002, and on the same day of every sixth month thereafter,

to an amount sufficient to fully repay the unpaid principal balance of

this Note as of the last day of the month immediately preceding the

date of such adjustment, together with interest at the Note Rate as

adjusted on the Immediately Preceding Interest Adjustment Date, by the

date that is two hundred forty (240) months from the first day of the

first Monthly Payment Date.



         Maturity.



         Unless sooner repaid by Borrower, the entire unpaid principal

balance of this Note, plus all accrued but unpaid interest, and all

other amounts owing hereunder or under the Security Documents (as

defined in Section 8) shall be due and payable in full on AUGUST 1,

2011 (the "Maturity Date").



         Application of Payments.



         Payments shall be applied:  (a) first, to the payment of accrued

interest; (b) second, at the option of holder, to the payment of any

other amounts owing under this Note or secured by the Security

Documents, other than accrued interest and principal, including, but

not limited to advances holder may have made for attorneys' fees or for

taxes, assessments, insurance premiums, or other charges on any

property given as security for this Note and late charges due

hereunder; and (c) third, to the reduction of principal of this Note.



         Prepayment.



              Borrower may, upon thirty (30) days' prior written notice to

holder, prepay its obligation under this Note in full or in part on any

Monthly Payment Date upon payment of a premium (the "Prepayment

Premium") as follows:  during the First Loan Year (as hereinafter

defined) the Prepayment Premium will be one percent (1.00%) of the

amount prepaid.  Beginning with the Second Loan Year and during each

successive Loan Year throughout the remaining term of this Note,

Borrower may prepay its obligation under this Note in full upon thirty

(30) days prior written notice to holder, or in part on any Monthly

Payment Date, without payment of a Prepayment Premium.  "Loan Year"

shall mean each successive twelve-month period commencing with the

first day of the first full calendar month beginning on or after the

date of this Note.

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