Citadel Outlets and Office Park Purchased by Craig Realty Group with Plans for Extensive Renovation and Expansion.

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LOS ANGELES--(BUSINESS WIRE)--June 20, 2003

Citadel Outlets and Office Park, known throughout Southern California for its historic Assyrian-style castle wall, will be purchased by Newport Beach, Calif.-based developer Craig Realty Group ("CRG") in early July for $53 million from the City of Commerce.

Craig Realty Group will begin an extensive renovation and expansion of the property, spending an estimated $30 million to upgrade the current 147,000 square foot retail outlet center and add an additional 126,000 square feet of retail space that is scheduled to open in the fall of 2004. The Citadel Outlets and Office Park is located 10 minutes southeast of downtown Los Angeles on Interstate 5 at the Atlantic Boulevard exit.

Built in 1929, the Citadel complex was originally home to the Samson Tire and Rubber Co. The Assyrian-theme Administration Building and accompanying 1,700-foot long wall are part of a 35-acre site comprised of a factory outlet center, a 256,000 square foot office complex with four buildings, one of which houses the headquarters of Smart & Final, and a ground lease for a 201-room Wyndham Hotel. All are a part of the purchase by CRG along with an additional 12 acres of land for future retail expansion. The 12-acre addition was originally owned by the Pacific Tube Co.

The newly expanded retail area, along with the original Citadel Outlets, design features will carry the Assyrian-theme of the historic Citadel wall through a variety of traditional stone and plaster details developed in the spirit of the 1920's L.A. architecture. "Shaded canopies, louvered trellises and lush plantings shall provide a relaxing village environment along with grand courtyards linked by meandering streetscapes," said Developer Steven L. Craig. "We will add several layers of detail and trim to the existing shop fronts that will be reminiscent of the highly decorative style that original builder of the Citadel, Adolph Schleicher, had in mind when he embarked on the development of his new tire factory."

In the late 1920's, California industrialist Adolph Schleicher envisioned the headquarters of his new factory as an identifiable icon embodying his company slogan "Tires as Strong as Sampson." Schleicher commissioned the L.A. architectural firm Morgan, Walls and Clements, known at that time for their thematic and historic revival architecture in such L.A. building landmarks as the El Capitan (1926) and the Mayan Theatre (1927), to create a building that would represent massive strength.

The architects sourced their inspiration for the Assyrian architectural theme from the Palace of Sargon II, originally built in the 7th century B.C. but rediscovered in the Mesopotamian archeological sites of Khorsabad in 1845, an area in Northern Iraq. The original Palace of Sargon II walls were preserved in these sites for more than two millenniums.

The discovery and documentation of the massive citadel fortress, its bas-relief panels and a variety of surviving architectural fragments, provided the inspiration for Moran Walls & Clements to recreate the Palace of Sargon II with its Assyrian-winged bulls and crenelated stone-like walls that create the memorable landmark and quarter-mile long frontage wall that is now known as the Citadel Outlets and Office Park.

"We strongly believe in keeping the historical dignity of the wall and office tower, and plan on enhancing it by refurbishing, restoring, painting and sealing it," said Craig. "In addition, to the restoration of the wall, we will add sophisticated night lighting. We will also add new signage that will rise above the wall to inform the over 250,000 vehicles that pass by the center each day." Other enhancements to the property will include relocating the cluster of 212 palms trees on Citadel Drive throughout the property to provide shade for pedestrian walkways, and increasing the parking to accommodate more than 2,700 vehicles.

Craig Realty Group operates five outlet centers on the West Coast and its founder Steven L. Craig is recognized as a pioneer and leader in the factory outlet center industry. The Newport Beach-based CRG owns and operates the Carlsbad Company Stores, in Carlsbad, Calif.; the Cabazon Outlets located near Palm Springs, Calif.; the Woodburn Company Stores located south of Portland, Ore.; and the Outlets at Anthem in Phoenix.

In addition, CRG manages the Lake Elsinore Outlets in Lake Elsinore, Calif. Craig is currently building an upscale designer center in Brescia, Italy called Franciacorta Outlet Village which is 50 miles east Milan, Italy, as well as The Plaza at San Clemente (Marblehead) in San Clemente, Calif., a 700,000 square foot mixed-use project, and Sussex Commons Lifestyle Outlets in Frankford Township, N.J.

Craig had previously developed one of the largest and most successful manufacturer outlet centers in the world -- Desert Hills Premium Outlets -- just 90 minutes east of Los Angeles, and he was instrumental in developing Camarillo Premium Outlets -- just 60 minutes west of Los Angeles. Visit www.craigrealtygroup.com.

                    Citadel Outlets and Office Park
                              Los Angeles

                  General Fact Sheet & History Sheet

News:     On July 8, 2003, Citadel Outlets and Office Park was
          purchased by leading Southern California Outlet developer,
          Craig Realty Group. Located on 35 acres, the center features
          a mix of 41 designer and manufacturers outlets, a food court
          with eight eateries, a 256,000 square foot office complex
          with four buildings that includes the headquarters of
          Smart & Final, and a ground lease which is occupied by a
          201-room Wyndham Hotel Commerce. An additional 12 acres
          adjacent to the center are being purchased for future
          expansion plans which will bring the property to a total of
          47 acres.

Future:   The Citadel project, known throughout Southern California
          for its historic Assyrian-style castle wall, features more
          than 41 name brand manufacturer outlet stores. In January of
          2004, the center will break ground on a 126,000 square foot
          expansion that will introduce another 35 brand name stores
          to the center. In addition to the expansion, the current
          147,000 square foot retail center will take on a majestic
          transformation that will carry the Assyrian-theme of the
          historic wall throughout the new and renovated design.
          Completion of the expansion and renovation is scheduled for
          the fall of 2004.

Location: Located just 10 minutes east of downtown Los Angeles,
          and 30 minutes north of central Orange County, the center is
          immediately off Interstate 5 at the Atlantic Boulevard exit
          in Commerce. According to the California Department of
          Transportation, more than 250,000 cars pass by the center
          each day.

Costs:    $53 million to purchase current property including the
          additional 12 acres
          Rehabilitation of existing property -- $8 million
          New construction of Phase II -- $22 million

Size:     Current: 147,000 square foot outdoor retail center, plus a
          256,000 square foot office complex with four buildings, and
          a 201-room Wyndham Hotel Commerce.
          Expansion: Phase I -- approximately 126,000 square feet
          scheduled to open fall 2004
          Expansion: Phase II -- approximately 126,000 square feet
          scheduled to open in 2006

Major Stores and Office Tenants:

          Ann Taylor Factory Store           BCBG Max Azria
          Old Navy Outlets                   BASS
          Eddie Bauer Outlet
          Smart & Final U.S. Headquarters

Project Team:      Developer/Owner -- Craig Realty Group,
                   Newport Beach
                   Construction Management -- Posilovich Enterprises,
                   Anaheim
                   Architect -- Awbrey Cook McGill Architects,
                   San Diego
                   Design Architect -- Signage and Graphics -- Studio
                   Progetti Inc., Santa Barbara
                   Landscape Architect -- Charles Trowbridge &
                   Associates, Costa Mesa

Traffic:   Citadel Outlets attracts more than 3 million shoppers a
           year. The center is conveniently located next to the Crowne
           Plaza Commerce Casino which has an average of 1 million
           visitors per year.

Dollars & Cents:

Jobs:      The center employs approximately 360 full- and part-time
           positions. Upon opening of Phase II, in the fall of 2004,
           the center will employ more than 620 full- and part-time
           positions. An increase of 260 full- and part-time
           positions.

Taxes:     An estimated $4.54 million in annual sales tax revenue is
           currently generated annually. With the addition of
           Phase II, it is estimated that the center will generate
           $8.5 million in annual sales tax revenue. An increase of
           $3.96 million in sales tax revenue per annum.

Financing: A multifaceted acquisition, rehabilitation and
           construction loan from Wells Fargo Bank Real Estate Group
           in Irvine, Calif.

                          History of Citadel

--  1918 -- Adolph Schleicher started his Samson Tire and Rubber Co.
    in a tiny wood-frame building in Compton, choosing "Samson"
    because it symbolized strength and endurance.

--  January 1928 -- Adolph Schleicher, owner of Samson Tire and Rubber
    Co., embarked on development of a new factory in Southeast Los
    Angeles -- one that would become the largest manufacturing
    facility under one roof west of the Mississippi.

--  January 23, 1929 -- Ground broke for the $8 million Samson Tire
    and Rubber Co. plant, the largest tire manufacturing facility on
    the West Coast. The ground breaking event was attended by 12,000
    people.

--  Oct. 29, 1929 -- Stock market crashed.

--  May 1930 -- Samson Tire and Rubber Co. plant opens with no public
    ceremony and with capacity to produce 5,000 tires and 10,000 tubes
    a day.

--  January 1931 -- US Tire and Rubber Co. purchases and takes over
    the newly completed Samson Tire Co.

--  1962 -- US Tire and Rubber Co. becomes Uniroyal Tire.

--  March 3, 1978 -- Uniroyal Tire permanently closes the tire plant.

--  July 1979 -- DAON Southwest Co. purchases the Citadel property.

--  Oct. 15, 1982 -- The Commerce City Council designates the site and
    building as an official City Landmark.

--  October 1983 -- City of Commerce purchases the property for $14
    million as part of an effort to prevent demolition of the landmark
    building.

--  November 1989 -- Trammel Crow Co. signs a long-term ground lease
    with the City of Commerce Redevelopment Agency.

--  Jan. 25, 1990 -- Trammel Crow Co. breaks ground for a $118
    million, 742,000 square foot mixed-use project including a factory
    outlet retail center, five office buildings, a food court and a
    201-room Wyndham Hotel Commerce.

--  Nov. 23, 1990 -- Citadel Outlets opens its doors with merchandise
    priced 30% to 70% below retail. More than 19,000 shoppers pass
    through the center on its grand opening day.

--  Jan. 1, 2002 -- Craig Realty Group takes over management of the
    Citadel Outlets and Office Park and enters into an exclusive
    agreement with the City of Commerce Redevelopment Agency to
    purchase the center.

--  July 8, 2003 -- Craig Realty Group purchases the Citadel Outlets
    and Office Park for $53 million from the City of Commerce
    Redevelopment Agency.

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