Winthrop Realty Liquidating Trust - FORM 8-K - EX-99.2

Attached files

file	filename
8-K - Winthrop Realty Liquidating Trust	e608405_8k-wrt.htm
EX-99.3 - Winthrop Realty Liquidating Trust	e608405_ex99-3.htm
EX-99.1 - Winthrop Realty Liquidating Trust	e608405_ex99-1.htm

Winthrop Realty Trust

Supplemental Operating and Financial Data

For the Three Months Ended March 31, 2011

WINTHROP REALTY TRUST

SUPPLEMENTAL REPORTING PACKAGE

Table of Contents

Consolidated Balance Sheets	1
Consolidated Statements of Operations and Comprehensive Income	2
Funds from Operations Analysis	4
Consolidated Statements of Cash Flows	5
Selected Balance Sheet Account Detail	7
Schedule of Capitalization, Dividends and Liquidity	8
Selected Investment Data	9
Schedule of Securities Carried at Fair Value	11
Schedule of Loan Assets	12
Net Operating Income from Consolidated Properties	14
Schedule of Interest and Dividends	15
Consolidated Properties – Selected Property Data	16
Equity Investments – Selected Property Data	19
Consolidated Properties – Operating Summary	21
Equity Investments – Operating Summary	22
Consolidated Debt Summary	23
Equity Investments Debt Summary	24
Reconciliation of Non-GAAP financial measures of income to net income attributable to Common Shares	25
Supplemental Definitions	26
Investor Information	27

Forward-Looking Statements - This supplemental reporting package contains forward-looking statements within the meaning of the Federal securities laws. You can identify these statements by our use of the words "assumes," "believes," "estimates," "expects," "guidance," "intends," “plans,” projects,” and similar expressions that do not relate to historical matters. You should exercise caution in interpreting and relying on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond Winthrop Realty Trust (the “Trust”) control and could materially affect actual results, performance or achievements. These factors include, without limitation, the ability to enter into new leases or renew leases on favorable terms, dependence on tenants’ financial condition, the uncertainties of real estate development, acquisition and disposition activity, the ability to effectively integrate acquisitions, the ability of our joint venture partners to satisfy their obligations, the costs and availability of financing, the effects of local economic and market conditions, the effects of acquisitions, dispositions and possible impairment charges on our operating results, the impact of newly adopted accounting principles on the Trust's accounting policies and on period-to-period comparisons of financial results, regulatory changes and other risks and uncertainties detailed from time to time in the Trust’s filings with the Securities and Exchange Commission. The Trust does not undertake a duty to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

Non-GAAP Financial Measures - It is important to note that throughout this presentation management makes references to non-GAAP financial measures, an example of which is Funds from Operations (“FFO”). Reconciliations and definitions for these non-GAAP financial measures are provided within this document.

WINTHROP REALTY TRUST

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data, Unaudited)

	March 31,			December 31,			September 30,			June 30,			March 31,
	2011			2010			2010			2010			2010
ASSETS
Investments in real estate, at cost
Land	$	36,495		$	37,142		$	21,460		$	20,659		$	20,659
Buildings and improvements		273,071			271,357			236,500			229,132			229,046
		309,566			308,499			257,960			249,791			249,705
Less: accumulated depreciation		(38,084	)		(36,232	)		(34,416	)		(33,279	)		(32,775	)
Investments in real estate, net		271,482			272,267			223,544			216,512			216,930

Cash and cash equivalents		21,240			45,257			102,919			37,913			76,591
Restricted cash held in escrows		30,648			8,593			8,889			8,574			7,753
Loans receivable, net		105,390			110,395			77,964			53,395			25,516
Accounts receivable, net of allowances of $378, $262, $293, $430 and $545, respectively		12,534			12,402			12,560			11,870			13,245
Securities carried at fair value		14,695			33,032			29,893			43,754			45,528
Loan securities carried at fair value		14,132			11,981			6,454			4,673			1,048
Available for sale securities, net		-			-			-			-			210
Preferred equity investment		4,034			4,010			3,972			3,951			3,992
Equity investments		106,606			81,937			92,691			82,907			73,010
Other receivables, net		8,459			-			-			-			-
Lease intangibles, net		25,651			26,821			24,496			23,218			23,926
Deferred financing costs, net		1,479			1,158			1,217			1,366			1,370
Assets held for sale		3,710			2,275			3,096			2,180			3,134
Deposits		-			-			-			4,100			-
TOTAL ASSETS	$	620,060		$	610,128		$	587,695		$	494,413		$	492,253

LIABILITIES
Mortgage loans payable	$	212,155		$	230,443		$	211,773		$	213,375		$	214,977
Series B-1 Cumulative Convertible Redeemable Preferred Shares, $25 per share liquidation preference; 852,000 shares authorized and outstanding at March 31, 2011, December 31, 2010, September 30, 2010, June 30, 2010, and March 31, 2010		21,300			21,300			21,300			21,300			21,300
Secured financing		15,150			-			-			-			-
Revolving line of credit		33,875			25,450			25,450			-			-
Accounts payable and accrued liabilities		11,982			12,557			9,852			8,670			6,722
Dividends payable		4,441			4,431			4,424			3,481			3,474
Deferred income		1,206			150			33			38			43
Below market lease intangibles, net		2,503			2,696			2,348			2,514			2,679
Liabilities of held for sale assets		537			33			-			-			-
TOTAL LIABILITIES		303,149			297,060			275,180			249,378			249,195

COMMITMENTS AND CONTINGENCIES

NON-CONTROLLING REDEEMABLE PREFERRED INTEREST
Series C Cumulative Convertible Redeemable Preferred Shares, $25 per share liquidation preference, 144,000 shares authorized and outstanding at March 31, 2011, December 31, 2010, September 30, 2010, June 30, 2010, and March 31, 2010		3,221			3,221			3,221			3,221			3,221
Total non-controlling redeemable preferred interest		3,221			3,221			3,221			3,221			3,221

EQUITY
Winthrop Realty Trust Shareholders’ Equity:
Common Shares, $1 par, unlimited shares authorized; 27,088,347, 27,030,186, 26,981,888, 21,181,499 and 21,137,268 issued and outstanding at March 31, 2011, December 31, 2010, September 30, 2010, and March 31, 2010, respectively		27,088			27,030			26,982			21,181			21,137
Additional paid-in capital		570,208			569,586			569,121			507,440			506,876
Accumulated distributions in excess of net income		(298,045	)		(300,782	)		(300,219	)		(299,584	)		(300,660	)
Accumulated other comprehensive loss		-			(63	)		(93	)		(73	)		(40	)
Total Winthrop Realty Trust Shareholders’ Equity		299,251			295,771			295,791			228,964			227,313
Non-controlling interests		14,439			14,076			13,503			12,850			12,524
Total Equity		313,690			309,847			309,294			241,814			239,837
TOTAL LIABILITIES AND EQUITY	$	620,060		$	610,128		$	587,695		$	494,413		$	492,253

WINTHROP REALTY TRUST

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(In thousands, except per share data)

(Unaudited)

	Three Months Ended March 31,
	2011			2010
Revenue
Rents and reimbursements	$	10,986		$	9,320
Interest, dividends and discount accretion		9,672			3,209
		20,658			12,529
Expenses
Property operating		4,045			1,949
Real estate taxes		1,255			720
Depreciation and amortization		3,481			2,300
Interest		4,613			3,651
General and administrative		2,524			1,907
State and local taxes		29			14
		15,947			10,541
Other income (loss)
Earnings from preferred equity investments		83			83
Equity in loss of equity investments		(1,355	)		(527	)
Unrealized gain on securities carried at fair value		886			2,540
Realized gain on sale of securities carried at fair value		124			695
Unrealized gain (loss) on loan securities carried at fair value		2,813			(613	)
Interest income		93			37
		2,644			2,215

Income from continuing operations		7,355			4,203

Discontinued operations		47			247

Consolidated net income		7,402			4,450
Income attributable to non-controlling interest		(204	)		(245	)
Net income attributable to Winthrop Realty Trust		7,198			4,205
Income attributable to non-controlling redeemable
preferred interest		(59	)		(113	)
Net income attributable to Common Shares	$	7,139		$	4,092

Comprehensive income
Consolidated net income	$	7,402		$	4,450
Change in unrealized gain on available for sale securities		-			7
Change in unrealized gain on interest rate derivative		63			40
Comprehensive income	$	7,465		$	4,497

WINTHROP REALTY TRUST

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(In thousands, except per share data, continued)

(Unaudited)

	Three Months Ended March 31,
	2011		2010

Per Common Share data - Basic
Income from continuing operations	$	0.26	$	0.19
Income from discontinued operations		-		0.01
Net income attributable to Winthrop Realty Trust	$	0.26	$	0.20

Per Common Share data - Diluted
Income from continuing operations	$	0.26	$	0.19
Income from discontinued operations		-		0.01
Net income attributable to Winthrop Realty Trust	$	0.26	$	0.20

Basic Weighted-Average Common Shares		27,079		20,598
Diluted Weighted-Average Common Shares		27,081		21,389

WINTHROP REALTY TRUST

FUNDS FROM OPERATIONS ANALYSIS

(In thousands, except per share data)

(Unaudited)

	Three Months Ended
	March 31,
	2011			2010
Reconciliation of Net Income to Funds from Operations (FFO):

Basic
Net income attributable to Winthrop Realty Trust		$7,198			$4,205
Real estate depreciation		2,118			1,506
Amortization of capitalized leasing costs		1,365			825
Real estate depreciation and amortization
of unconsolidated interests		2,263			2,134
Less: Non-controlling interest share of real estate depreciation
and amortization		(792	)		(785	)
Funds from operations		12,152			7,885
Series C preferred dividends		(59	)		(113	)
Allocation of earnings to Series B-1 Preferred Shares		(72	)		(5	)
Allocation of earnings to Series C Preferred Shares		(55	)		(114	)
FFO applicable to Common Shares - Basic		$11,966			$7,653
Weighted-average Common Shares		27,079			20,598
FFO Per Common Share - Basic		$0.44			$0.37

Diluted
Funds from operations (per above)		$12,152			$7,885
Series C Preferred Share dividends		(59	)		-
Allocation of earnings to Series B-1 Preferred Shares (1)		(72	)		(5	)
Allocation of earnings to Series C Preferred Shares		(55	)		-
FFO applicable to Common Shares		$11,966			$7,880

Weighted-average Common Shares (per above)		27,079			20,598
Stock options (2)		2			2
Convertible Series C Preferred Shares (3)		-			789
Convertible Series B-1 Preferred Shares		-			-
Diluted weighted-average Common Shares		27,081			21,389
FFO Per Common Share - Diluted		$0.44			$0.37

(1)	The Trust's Series B-1 Preferred Shares were anti-dilutive for the three months ended March 31, 2011 and 2010.

(2)	The Trust's stock options were dilutive for the three months ended March 31, 2011 and 2010

(3)	The Trust's Series C Preferred Shares were anti-dilutive for the three months ended March 31, 2011 and dilutive for the three months ended March 31, 2010.

WINTHROP REALTY TRUST

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

	Three Months Ended March 31,
	2011			2010
Cash flows from operating activities
Net income	$	7,402		$	4,450
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization (including amortization
of deferred financing costs)		2,409			1,644
Amortization of lease intangibles		1,237			654
Straight-lining of rental income		(346	)		599
Loan discount accretion		(6,504	)		(1,741	)
Earnings of preferred equity investments		(83	)		(83	)
Distributions of income from preferred equity investments		59			103
Loss of equity investments		1,355			527
Distributions of income from equity investments		1,166			590
Restricted cash held in escrows		1,501			1,745
Gain on sale of securities carried at fair value		(124	)		(695	)
Unrealized gain on securities carried at fair value		(886	)		(2,540	)
Unrealized (gain) loss on loan securities carried at fair value		(2,813	)		613
Tenant leasing costs		(260	)		(2,131	)
Bad debt (recovery) expense		116			(20	)
Net change in interest receivable		(226	)		5
Net change in accounts receivable		149			735
Net change in accounts payable and accrued liabilities		63			(584	)
Net cash provided by operating activities		4,215			3,871

Cash flows from investing activities
Issuance and acquisition of loans receivable		(2,773	)		(679	)
Investments in real estate		(3,293	)		(687	)
Investment in equity investments		(27,190	)		(920	)
Purchase of securities carried at fair value		(568	)		(1,306	)
Proceeds from sale of securities carried at fair value		19,915			11,407
Proceeds from sale of loans receivable		-			3,000
Restricted cash held in escrows		(7,927	)		(30	)
Collection of loans receivable		170			-
Investment in notes receivable		(7,000	)		-
Net cash used in investing activities		(28,666	)		10,785

(Continued on next page)

WINTHROP REALTY TRUST

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands, continued)

(Unaudited)

	Three Months Ended March 31,
	2011			2010
Cash flows from financing activities
Proceeds from mortgage loans payable	$	11,000		$	-
Principal payments of mortgage loans payable		(29,288	)		(1,790	)
Proceeds from revolving line of credit		27,324			-
Payment of revolving line of credit		(18,899	)		-
Proceeds from note payable		15,150			-
Restricted cash held in escrows		(629	)		37
Deferred financing costs		(612	)		(13	)
Contribution from non-controlling interest		277			288
Distribution to non-controlling interest		(118	)		(120	)
Issuance of Common Shares under Dividend Reinvestment Plan		680			572
Dividend paid on Common Shares		(4,392	)		(3,311	)
Dividend paid on Series C Preferred Shares		(59	)		(221	)
Net cash provided by (used in) financing activities		434			(4,558	)

Net increase (decrease) in cash and cash equivalents		(24,017	)		10,098
Cash and cash equivalents at beginning of period		45,257			66,493
Cash and cash equivalents at end of period	$	21,240		$	76,591

Supplemental Disclosure of Cash Flow Information
Interest paid	$	4,754		$	3,687
Taxes paid	$	18		$	11

Supplemental Disclosure on Non-Cash Investing and Financing Activities
Dividends accrued on Common Shares	$	4,402		$	3,435
Dividends accrued on Series C Preferred Shares	$	39		$	39
Capital expenditures accrued	$	122		$	141
Other receivables	$	(1,459	)	$	-
Loan securities carried at fair value	$	662		$	-
Loans receivable	$	(662	)	$	-

WINTHROP REALTY TRUST

SELECTED BALANCE SHEET ACCOUNT DETAIL

(In thousands, Unaudited)

	March 31, 2011			December 31, 2010			September 30, 2010			June 30, 2010			March 31, 2010
Operating Real Estate
Land	$	36,495		$	37,142		$	21,460		$	20,659		$	20,659
Buildings and improvements
Buildings		251,632			252,625			221,761			217,793			217,793
Building improvements		12,358			11,841			11,223			6,995			7,446
Furniture and Fixtures		815			815			-			-			-
Tenant improvements		8,266			6,076			3,516			4,344			3,807
		309,566			308,499			257,960			249,791			249,705
Accumulated depreciation and amortization		(38,084	)		(36,232	)		(34,416	)		(33,279	)		(32,775	)
Total Operating Real Estate	$	271,482		$	272,267		$	223,544		$	216,512		$	216,930

Accounts Receivable
Straight-line rent receivable	$	9,075		$	8,729		$	8,563		$	8,234			8,342
Other		3,459			3,673			3,997			3,636			4,903
Total Accounts Receivable	$	12,534		$	12,402		$	12,560		$	11,870		$	13,245

Securities Carried at Fair Value
REIT Debentures	$	-		$	-		$	-		$	15,907			17,510
REIT Preferred Shares		10,547			28,547			28,252			25,922			26,419
REIT Common Shares		4,148			4,485			1,641			1,925			1,599
Total Securities Carried at Fair Value	$	14,695		$	33,032		$	29,893		$	43,754		$	45,528

Equity Investments
Marc Realty Portfolio	$	62,493		$	62,150		$	62,080		$	61,000			58,070
Sealy Ventures Properties		10,444			11,904			13,152			14,102			14,940
WRT-ROIC Riverside		7,883			7,883			7,883			7,805			-
PSW-NYC		-			-			9,576			-			-
Lakeside/Eagle		17,837			-			-			-			-
Gotham Hotel		7,949			-			-			-			-
Total Equity Investments	$	106,606		$	81,937		$	92,691		$	82,907		$	73,010

Non-Controlling Interests
Westheimer (Houston, TX)	$	10,053		$	9,780		$	9,521		$	9,279		$	9,052
River City / Marc Realty (Chicago, IL)		3,458			3,280			2,870			2,597			2,399
One East Erie/ Marc Realty (Chicago, IL)		497			557			584			586			696
1050 Corporetum / Marc Realty ( Lisle, IL)		278			322			386			388			377
Deer Valley / Fenway (Deer Valley, AZ)		153			137			142			-			-
Total Non-Controlling Interests	$	14,439		$	14,076		$	13,503		$	12,850		$	12,524

The listing above provides detail for only certain balance sheet line items presented on Winthrop Realty Trust's Consolidated Balance Sheets as of March 31, 2011, December 31, 2010, September 30, 2010, June 30, 2010, and March 31, 2010 (the "Balance Sheet"). See page 1 of this supplement for all Balance Sheet line items.

WINTHROP REALTY TRUST

SCHEDULE OF CAPITALIZATION, DIVIDENDS AND LIQUIDITY

(In thousands, except for per share data, Unaudited)

	March 31, 2011		December 31, 2010		September 30, 2010		June 30, 2010		March 31, 2010
Debt
Mortgage loans payable	$	212,155	$	230,443	$	211,773	$	213,375	$	214,977
Series B-1 Preferred Shares		21,300		21,300		21,300		21,300		21,300
KeyBank line of credit		33,875		25,450		25,450		-		-
Secured financing		15,150		-		-		-		-
Total Debt		282,480		277,193		258,523		234,675		236,277

Non-Controlling Redeemable Preferred Interest
Series C Preferred Shares		3,221		3,221		3,221		3,221		3,221

Equity
Common Shares		299,251		295,771		295,791		228,964		227,313
Non-controlling ownership interests		14,439		14,076		13,503		12,850		12,524
Total Equity		313,690		309,847		309,294		241,814		239,837

Total Capitalization	$	599,391	$	590,261	$	571,038	$	479,710	$	479,335


Common Dividend Per Share

March 31, 2011		December 31, 2010		September 30, 2010		June 30, 2010		March 31, 2010

$	0.1625	$	0.1625	$	0.1625	$	0.1625	$	0.1625

Liquidity and Credit Facility
	March 31, 2011		December 31, 2010		September 30, 2010		June 30, 2010		March 31, 2010
Cash and cash equivalents	$	21,240	$	45,257	$	102,919	$	37,913	$	76,591
Securities carried at fair value		14,695		33,032		29,893		43,754		45,528
Available for sale securities, net		-		-		-		-		210
Available under line of credit		16,125		9,550		9,550		35,000		35,000
Total Liquidity and Credit Facility	$	52,060	$	87,839	$	142,362	$	116,667	$	157,329

WINTHROP REALTY TRUST

SELECTED INVESTMENT DATA

March 31, 2011

(In thousands, except square footage, Unaudited)

The following pages of investment data are presented to provide additional information relating to management’s expectations on selected assets within its business segments. For more detail on these assets within this Supplement please reference Schedule of Loan Assets on pages 12-13, Consolidated Property Data on pages 16-18, and Equity Investment Property Data on pages 19-20.

Cash	Amount

Cash and cash equivalents	$	21,240

REIT Securities	Cost		Fair Value

REIT Preferred shares	$	5,646	$	10,547
REIT Common shares		2,935		4,148

Loan Assets, Loan Securities & Loan Equity Investments, with Expected Repayment	Type	Stated Interest Rate			Cost, less Principal Repaid		Carrying Amount (before accrued interest)		Par Value			Extended Maturity Date

Beverly Hills Hilton - B Note	Hotel	Libor + 1.74%			$	5,250	$	8,684	$	10,000		08/09/11
Westwood - Whole Loan	Office		11.00	%		3,500		3,500		3,500		04/30/12
Siete Square - B Note	Office		10.37	%		2,460		2,460		2,500	(1)	06/09/12
Moffet Towers - B Note	Office	Libor + 6.48%				22,430		22,430		22,430		07/31/12
160 Spear - B Note	Office		9.75	%		3,410		7,490		15,000	(1)	06/09/13
160 Spear - Mezzanine Loan	Office		15.00	%		4,200		4,200		4,200		06/09/13
Legacy Orchard -Corporate Loan	Various		15.00	%		9,750		9,750		9,750	(1)	10/31/14
San Marbeya - Whole Loan	Multi Family		5.88	%		26,707		26,707		30,822		01/01/15
CDH CDO LLC - Unsecured Loan	n/a		12.00	%		3,498		3,498		3,498		12/30/15
CDH CDO LLC - Unsecured Loan	n/a		12.00	%		748		748		748		Repaid 04/2011
Rockwell - Mezzanine Loan	Industrial		12.00	%		233		242		1,495		05/01/16
500 Seventh Ave - B Note	Office		7.19	%		9,740		9,908		11,577		07/11/16
180 North Michigan - Mezzanine Loan	Office		8.50	%		2,609		2,609		2,609		12/31/16
Wellington Tower - Mezzanine Loan	Mixed use		6.79	%		2,352		2,466		3,501		07/11/17

Metropolitan Tower - Rake Bonds	Office	Libor+1.15% to 1.35%				5,250		8,748		8,748		11/01/11
WBCMT Series 2007 Tranche L - CMBS	Hotel	Libor + 1.75%				161		45		1,130		06/09/12
2600 West Olive - Rake Bonds	Office	Libor+0.65% to 1.60%				1,500		5,339		6,364		02/28/13

(1) Represents Borrowers Discounted Payoff Option Amount

Loan Assets, Loan Securities & Loan Equity Investments, with Potential Equity Participation	Type	Stated Interest Rate			Cost, less Principal Repaid		Carrying Amount (before accrued interest)		Par Value		Extended Maturity Date

Lakeside Eagle - Whole Loan - 50% Owned Equity Investment	Retail		4.92	%	$	17,779	$	17,779	$	17,779	04/01/10
Gotham - Whole Loan - 50% Owned Equity Investment	Hotel		9.33	%		7,873		7,873		8,210	05/04/11
Riverside -B Note - 50 % Owned Equity Investment	Retail		12.00	%		7,800		7,800		7,800	12/01/12

Continued on next page

WINTHROP REALTY TRUST

SELECTED INVESTMENT DATA (Continued)

March 31, 2011

(In thousands, except square footage, Unaudited)

Consolidated Operating Properties Acquired through Direct or Indirect Foreclosure	% Owned			Type	Square Feet/ Units		Cost Basis		Cost per Square Foot or Unit			Debt Balance

Deer Valley, AZ		97	%	Office		82,000	$	10,260	$	125	per sf	$		(1)
Englewood, CO (Crossroads I)		100	%	Office		118,000		7,466		63	per sf			(1)
Englewood, CO (Crossroads II)		100	%	Office		118,000		8,067		68	per sf			(1)
Meriden, CT (Newbury Apartments)		100	%	Multi-Family	180 Units			25,254		140,300	per unit		23,875

Consolidated Operating Properties Acquired through Asset Purchase	% Owned			Type	Square Feet/ Units		Cost Basis		Cost per Square Foot			Debt Balance

Atlanta, GA		100	%	Retail		61,000	$	4,638	$	76	per sf	$		(1)
Denton, TX		100	%	Retail		46,000		2,721		59	per sf			(1)
Greensboro, NC		100	%	Retail		47,000		3,801		81	per sf			(1)
Louisville , KY		100	%	Retail		47,000		3,099		66	per sf			(1)
Memphis, TN		100	%	Retail		47,000		1,397		30	per sf			(1)
Seabrook, TX		100	%	Retail		53,000		2,012		38	per sf			(1)
Amherst, NY		100	%	Office		200,000		19,618		98	per sf		16,007
Andover, MA		100	%	Office		93,000		8,328		90	per sf			(1)
Chicago, IL (One East Erie / Marc Realty)		80	%	Office		126,000		25,380		201	per sf		20,749
Chicago, IL (River City / Marc Realty )		60	%	Office		253,000		16,082		64	per sf		8,900
Houston, TX (Westheimer)		8	%	Office		614,000		69,543		113	per sf		59,418
Indianapolis, IN (Circle Tower)		100	%	Office		111,000		8,167		74	per sf		4,226
Lisle, IL (550 Corporetum)		100	%	Office		169,000		20,879		124	per sf		16,940
Lisle, IL (Arboretum)		100	%	Office		67,000		8,949		134	per sf		6,919
Lisle, IL (1050 Corporetum / Marc Realty)		60	%	Office		54,000		4,045		75	per sf		5,600
Orlando, FL		100	%	Office		256,000		17,290		68	per sf		38,521
Plantation, FL		100	%	Office		133,000		12,935		97	per sf		11,000
South Burlington, VT		100	%	Office		56,000		3,413		61	per sf			(1)
Jacksonville, FL		100	%	Warehouse		587,000		12,341		21	per sf			(1)
Churchill, PA		100	%	Mixed Use		1,008,000		13,881		14	per sf		n/a

(1) These properties collateralize our revolving line of credit in the amount of $33,875 at an interest rate of LIBOR +3% which matures in March 2014.

Equity Investment Operating Properties Acquired through Asset Purchase

Owned

Type

Square Feet

Equity Investment

Carrying Amount

Marc Realty (12 Equity Investments)

Var

Office

1,977,000

62,493

Sealy Equity Investments (3 Equity Investments)

Var

Industrial/Office

2,097,000

10,444

WINTHROP REALTY TRUST

SCHEDULE OF SECURITIES CARRIED AT FAIR VALUE

(In thousands, Unaudited)

	March 31, 2011				December 31, 2010				September 30, 2010				June 30, 2010
	Cost		Fair Value		Cost		Fair Value		Cost		Fair Value		Cost		Fair Value

REIT Debentures	$	-	$	-	$	-	$	-	$	-	$	-	$	11,045	$	15,907
REIT Preferred shares		5,646		10,547		15,757		28,547		14,867		28,252		14,868		25,922
REIT Common shares		2,935		4,148		3,590		4,485		1,223		1,641		1,660		1,925
Total securities carried at fair value	$	8,581	$	14,695	$	19,347	$	33,032	$	16,090	$	29,893	$	27,573	$	43,754

Securities carried at fair value are comprised of REIT debentures, preferred shares, and common shares for which the Trust has elected the fair value option.

	Three Months Ended
	March 31, 2011		December 31, 2010		September 30, 2010			June 30, 2010		March 31, 2010
Net unrealized gains	$	3,699	$	2,198	$	3,071		$	2,875	$	1,927

Net realized gains (losses)	$	124	$	439	$	(185	)	$	78	$	695

The Trust uses specific identification method for calculating gain or loss on the sale of securities carried at fair value.

Net unrealized gains and realized gains and losses above include amounts generated from securities carried at fair value and loan securities.

WINTHROP REALTY TRUST

SCHEDULE OF LOAN ASSETS

(In thousands, Unaudited)

Description

Acquisition Date

Asset

Type

Location

Position

Interest Rate

(000's)

Carrying Amount (1)

March 31, 2011

(000's)

Par Value

Maturity Date (2)

(000's)

Senior

Debt (3)

Loans Receivable

Beverly Hilton

Dec 2009

Hotel

Beverly Hills, CA

B Note

Libor + 1.74%

$ 8,697

10,000

08/09/11

$ 166,000

Westwood

Oct 2010

Office

Phoenix, AZ

Whole

11.00%

3,500

04/30/12

Siete Square

Jun 2009

Office

Phoenix, AZ

B Note

(4)

2,488

2,500

(5)

06/09/12

3,000

Moffett Tower

Oct 2010

Office

Sunnyvale, CA

B Note

Libor + 6.48%

22,583

22,430

07/31/12

113,467

160 Spear

Jun 2009

Office

San Francisco, CA

B Note

(6)

7,577

15,000

(5)

06/09/13

35,000

160 Spear

Various

Office

San Francisco, CA

Mezzanine

15.00%

4,240

4,200

06/09/13

50,000

Legacy Orchard

Oct 2010

Corporate Loan

n/a

Corporate Loan

15.00%

9,750

(5)

10/31/14

San Marbeya

Jul 2010

Multi Family

Tempe, AZ

Whole

5.88%

26,858

30,822

01/01/15

CDH CDO LLC

Dec 2010

n/a

Unsecured

12.00%

3,605

3,498

12/30/15

CDH CDO LLC

Feb 2011

Various

Unsecured

12.00%

759

748

Repaid in full - April 2011

Rockwell

Aug 2010

Industrial

Shirley, NY

Mezzanine

12.00%

258

1,495

05/01/16

17,045

500-512 7th Ave

Jul 2010

Office

New York, NY

B Note

7.19%

9,956

11,577

07/11/16

253,673

180 N. Michigan

Various

Office

Chicago, IL

Mezzanine

(7)

8.50%

2,638

2,609

12/31/16

18,080

Wellington Tower

Dec 2009

Mixed use

New York, NY

Mezzanine

6.79%

2,481

3,501

07/11/17

22,500

Total Loans Receivable

$ 105,390

$ 121,630

Loan Securities Carried at Fair Value

WBCMT 2007

Dec 2009

Hotel

Various

CMBS

Libor + 1.75%

$ 45

$ 1,130

06/09/12

$1,470,264

West Olive

Dec 2009

Office

Burbank, CA

Rake Bonds

(8)

5,339

6,364

02/28/13

15,666

Metropolitan Tower

Dec 2010

Office

New York, NY

Rake Bonds

(9)

8,748

05/01/11

(10)

Total Loan Securities Carried at Fair Value

$ 14,132

$ 16,242

Equity Investment Loan Assets

Lakeside Eagle

March 2011

Retail

Riverside, CA

Whole (11)

4.92%

$ 17,837

$ 17,779

04/01/10

$ -

Gotham

Feb 2011

Hotel

New York, NY

Whole (11)

9.33%

7,949

8,210

05/04/11

(12) -

Riverside Plaza

Jun 2010

Retail

Riverside, CA

B Note (11)

12.00%

7,883

7,800

12/01/12

54,400

Total Loan Assets of Equity Investments

$ 33,669

$ 33,789

Continued on next page

WINTHROP REALTY TRUST

SCHEDULE OF LOAN ASSETS

(In thousands, Unaudited, Continued)

Notes to Schedule of Loan Assets

(1)	Carrying amount of loans receivable includes accrued interest of $784 and cumulative discount accretion of $7,808 at March 31, 2011.

(2)	Maturity dates presented are after giving effect to all contractual extensions.

(3)	Senior Debt indicates debt which is secured by the underlying property which is senior to our loan.

(4)

The Trust holds a B participation in this loan. Interest on the B participation equals the difference between (i) interest on the entire outstanding loan principal balance ($7,219 at March 31, 2011) at a rate of 9.8375% per annum less (ii) interest payable on the outstanding principal balance of the A participation ($3,000 at March 31, 2011) at a rate of 8.0% per annum. As a result, the effective yield on the Trust’s $2,460 cash investment is 21.0%.

(5)	Amount of Par Value is presented at the borrowers discounted payoff option (DPO) amount.

(6)

The Trust holds a B note in this loan. Interest on the B note equals the difference between (i) interest on the entire outstanding loan principal balance ($73,796 at March 31, 2011) at a rate of 6.48215% per annum less (ii) interest payable on the outstanding principal balance of the A note ($35,000 at March 31, 2011) at a rate of 9.75% per annum. As a result, the effective yield on the Trust’s $3,410 cash investment is 40.8%.

(7)	Represents tenant improvement and capital expenditure loans on our Marc Realty preferred equity investment in 180 North Michigan.

(8)	Ranges from Libor + 0.65% to Libor + 1.60%.

(9)	Ranges from Libor +1.15% to libor +1.35%

(10)	The Metropolitan Tower bond was paid off at par in April 2011.

(11)	The loan asset carrying amount presented is at Winthrop's 50% ownership of its equity investment.

(12)	The loan has matured and borrower is working on a proposed settlement anticipated to be resolved by the end of May 2011.

WINTHROP REALTY TRUST

NET OPERATING INCOME FROM CONSOLIDATED PROPERTIES

(In thousands)

(Unaudited)

	Three Months Ended
	March 31, 2011			December 31, 2010			September 30, 2010			June 30, 2010			March 31, 2010
Rents and reimbursements
Minimum rent	$	9,622		$	9,046		$	8,087		$	8,713		$	8,903
Deferred rents (straight-line)		346			166			330			(109	)		(599	)
Recovery income		1,147			851			890			746			941
Less:
Above and below market rents		128			155			183			172			161
Lease concessions and abatements		(259	)		(160	)		(247	)		(86	)		(86	)
Total rents and reimbursements		10,984			10,058			9,243			9,436			9,320

Rental property expenses
Property operating		4,045			3,086			1,812			1,817			1,949
Real estate taxes		1,255			520			952			340			720
Total rental property expenses		5,300			3,606			2,764			2,157			2,669

Net operating income (1)
from consolidated properties	$	5,684		$	6,452		$	6,479		$	7,279		$	6,651

(1) See definition of non-GAAP measure of Net Operating Income on page 26 of the supplemental package.

WINTHROP REALTY TRUST

SCHEDULE OF INTEREST AND DIVIDENDS

(In thousands)

(Unaudited)

	Three Months Ended
	March 31, 2011		December 31, 2010		September 30, 2010		June 30, 2010		March 31, 2010
Interest and Dividends by Business Segment:
Loan Assets	$	9,214	$	4,989	$	4,185	$	2,836	$	2,462
REIT Securities		458		392		763		753		747
Total Interest and Dividends	$	9,672	$	5,381	$	4,948	$	3,589	$	3,209


Interest and Dividends Detail:
Interest on loan assets	$	2,710	$	2,294	$	1,839	$	835	$	722
Accretion of loan discount		6,504		2,695		2,346		2,001		1,740
Interest and dividends on REIT securities		458		392		763		753		747
Total Interest and Dividends	$	9,672	$	5,381	$	4,948	$	3,589	$	3,209

WINTHROP REALTY TRUST

CONSOLIDATED PROPERTIES - SELECTED PROPERTY DATA

March 31, 2011

(Unaudited)

Description and Location	Year Acquired	Trust’s Ownership	Rentable Square Feet	(**) % Leased	Major Tenants (Lease /Options Exp)	Major Tenants’ Sq. Feet.	($000's) Cost Basis	Cost per Sq Ft		Ownership of Land	($000's) Debt Balance	Debt Maturity & Int Rate


Retail
Atlanta, GA	2004	100%	61,000	100%	The Kroger Co. (2016/2026)	61,000	$ 4,638	$ 76	per sq ft	Ground Lease	(1)	(1)

Denton, TX	2004	100%	46,000	63%	Fitness Evolution (2012)	29,000	2,721	59	per sq ft	Fee	(1)	(1)

Greensboro, NC	2004	100%	47,000	100%	The Kroger Co. (2017/2037)	47,000	3,801	81	per sq ft	Ground Lease	(1)	(1)

Louisville, KY	2004	100%	47,000	100%	The Kroger Co. (2015/2040)	47,000	3,099	66	per sq ft	Fee	(1)	(1)

Memphis, TN	2004	100%	47,000	100%	The Kroger Co. (2015/2040)	47,000	1,397	30	per sq ft	Fee	(1)	(1)

Seabrook, TX	2004	100%	53,000	100%	The Kroger Co. (2015/2040)	53,000	2,012	38	per sq ft	Fee	(1)	(1)


Subtotal Retail			301,000				17,668

(Continued on next page )

WINTHROP REALTY TRUST

CONSOLIDATED PROPERTIES - SELECTED PROPERTY DATA (Continued)

For the Three Months Ended March 31, 2011

(Unaudited)

Description and Location	Year Acquired	Trust’s Ownership	Rentable Square Feet	(**) % Leased	Major Tenants (Lease /Options Exp)	Major Tenants’ Sq. Feet.	($000's) Cost Basis	Cost per Sq Ft		Ownership of Land	($000's) Debt Balance	Debt Maturity & Int Rate
Office
Amherst, NY (2)	2005	100%	200,000	100%	Ingram Micro Systems (2013/2023)	200,000	$ 19,618	$ 98	per sq ft	Fee	$16,007	10/2013 5.65%

Andover, MA	2005	100%	93,000	100%	PAETEC Comm. (2022/2037)	93,000	8,328	90	per sq ft	Fee	(1)	(1)

Chicago, IL (One East Erie / Marc Realty)	2005	80%	126,000	82%	The Gettys Group (2012/2016)	13,000	25,380	201	per sq ft	Fee	20,749	03/2016 5.75%
					River North Surgery (2015/ n/a)	15,000

Chicago, IL (River City / Marc Realty)	2007	60%	253,000	72%	Bally Total Fitness (2013/2021)	55,000	16,082	64	per sq ft	Fee	8,900	04/2012 6.25%
					ITAV (2024/2029)	35,000
					MCI d/b/a Verizon (2019/2023)	37,000

Deer Valley, AZ	2010	96.5%	82,000	61%	United Healthcare (2017/2027)	42,000	10,260	125	per sq ft	Fee	(1)	(1)

Englewood, CO Crossroads I	2010	100%	118,000	55%	RGN-Denver LLC (2015/ 2025)	17,000	7,466	63	per sq ft	Fee	(1)	(1)

Englewood, CO Crossroads II	2010	100%	118,000	58%	Catholic Health Initiatives (2011)	30,000	8,067	68	per sq ft	Fee	(1)	(1)

Houston, TX	2004	8%	614,000	100%	Spectra Energy (2018/2028)	614,000	69,543	113	per sq ft	Fee	59,418	04/2016 6.34%

Indianapolis, IN (Circle Tower)	1974	100%	111,000	82%	No Tenants Over 10%	-	8,167	74	per sq ft	Fee	4,226	04/2015 5.82%

Lisle, IL	2006	100%	169,000	57%	United Healthcare (2014/ n/a)	41,000	20,879	124	per sq ft	Fee	16,940	06/2016 6.26%

Lisle, IL	2006	100%	67,000	85%	T Systems (2011)	35,000	8,949	134	per sq ft	Fee	6,919	06/2016 6.26%
					ABM Janitorial (2012/2014)	11,000
					Zenith Insurance (2011)	10,000

Lisle, IL (Marc Realty)	2006	60%	54,000	100%	Ryerson (2018/2028)	54,000	4,045	75	per sq ft	Fee	5,600	03/2017 5.55%

Orlando, FL	2004	100%	256,000	100%	Siemens Real Estate, Inc. (2017/2042)	256,000	17,290	68	per sq ft	Ground Lease	38,521	07/2017 6.40%

Plantation, FL	2004	100%	133,000	100%	BellSouth (2020/2035)	133,000	12,935	97	per sq ft	Fee	11,000	04/2018 6.48%

South Burlington, VT	2005	100%	56,000	100%	Fairpoint Comm. (2014/2029)	56,000	3,413	61	per sq ft	Ground Lease	(1)	(1)

Subtotal - Office			2,450,000				240,422				188,280

(Continued on next page)

WINTHROP REALTY TRUST

CONSOLIDATED PROPERTIES - SELECTED PROPERTY DATA (Continued)

For the Three Months Ended March 31, 2011

(Unaudited)

Description and Location	Year Acquired	Trust’s Ownership	Rentable Square Feet	(**) % Leased	Major Tenants (Lease /Options Exp)	Major Tenants’ Sq. Feet.	($000's) Cost Basis	Cost per Square Foot or Unit		Ownership of Land	($000's) Debt Balance	Debt Maturity & Int Rate

Other
Warehouse
Jacksonville, FL	2004	100%	587,000	100%	Football Fanatics (2015/2024)	558,000	12,341	$ 21	per sq ft	Fee	(1)	(1)

Mixed Use
Churchill, PA (3)	2004	100%	1,008,000	19%	n/a	-	13,881	14	per sq ft	Ground Lease	-	-

Residential												02/2014
Meriden, CT	2010	100%	180 units	89%	n/a	n/a	25,254	140,300	per unit	Fee	23,875	5.83%

Subtotal - Other			1,595,000				51,476				23,875
Total Consolidated Properties			4,346,000				$ 309,566				$ 212,155

(**) Occupancy rates include all signed leases, including space undergoing tenant improvements.

(1)	These properties collateralized our revolving line of credit in the amount of $33,875 at an interest rate of LIBOR + 3% which matures in March 2014.

(2)	The Amherst, New York office property represents two separate buildings. The ground underlying the properties is leased to us by the localdevelopment authority pursuant to a ground lease which requires no payment. Effective October 31, 2013, legal title to the ground will vest with us.

(3)	We currently are in litigation with the former tenant, Viacom, related to the condition of the property.

WINTHROP REALTY TRUST

EQUITY INVESTMENTS - SELECTED PROPERTY DATA

Three Months Ended March 31, 2011

(Unaudited)

Description and Location	Year Acquired	Trust’s Ownership	Rentable Square Feet	(**) % Leased	Major Tenants (Lease /Options Exp)	Major Tenants’ Sq. Feet.	($000's) Equity Investment	Ownership of Land	($000's) Debt Balance(1)	Debt Maturity & Int Rate
Marc Realty Portfolio - Equity Investments
8 South Michigan, Chicago, IL	2005	50%	174,000	94%	No tenants over 10%	-	$7,117	Ground Lease	$3,825	08/2011 6.87%

11 East Adams, Chicago, IL	2005	49%	161,000	80%	IL School of Health (2015/2020)	28,700	3,259	Fee	9,999	08/2011 Libor + 2%

29 East Madison, Chicago, IL	2005	50%	235,000	89%	Computer Systems Institute (2020/2030)	25,000	7,839	Fee	10,972	05/2013 5.20%

30 North Michigan, Chicago, IL	2005	50%	221,000	92%	No tenants over 10%	-	12,159	Fee	13,003	08/2014 5.99%

223 West Jackson, Chicago, IL	2005	50%	168,000	63%	No tenants over 10%	-	7,727	Fee	7,686	06/2012 6.92%

4415 West Harrison, Hillside, IL (High Point)	2005	50%	192,000	68%	North American Medical Mgmt (2015/2020)	20,400	6,290	Fee	4,589	12/2015 5.62%

2000-60 Algonquin, Shaumburg, IL (Salt Creek)	2005	50%	101,000	69%	No tenants over 10%	-	2,336	Fee	(2)	02/2013 Libor + 2.75%

1701 E. Woodfield, Shaumburg, IL	2005	50%	175,000	87%	No tenants over 10%	-	4,158	Fee	5,724	09/2015 Libor + 3% (3)

2720 River Rd, Des Plains, IL	2005	50%	108,000	86%	No tenants over 10%	-	4,101	Fee	2,545	10/2012 6.095%

3701 Algonquin, Rolling Meadows IL	2005	50%	193,000	85%	ISACA (2018/2024)	29,600	2,991	Fee	10,124	02/2013 Libor + 2.75%
					Relational Funding (2013/ n/a)	27,400

2205-55 Enterprise, Westchester, IL	2005	50%	130,000	87%	Consumer Portfolio (2014/2019)	18,900	2,898	Fee	(2)	02/2013 Libor + 2.75%

900-910 Skokie, Northbrook, IL (Ridgebrook)	2005	50%	119,000	83%	MIT Financial Group (2016/ n/a)	12,600	1,618	Fee	5,367	05/2011 Libor + 2% (4)

Subtotal - Marc Realty Portfolio			1,977,000				62,493		85,344

(Continued on next page)

WINTHROP REALTY TRUST

EQUITY INVESTMENTS - SELECTED PROPERTY DATA (Continued)

Three Months Ended March 31, 2011

(Unaudited)

Description and Location	Year Acquired	Trust’s Ownership	Rentable Square Feet	(**) % Leased	Major Tenants (Lease /Options Exp)	Major Tenants’ Sq. Feet.	($000's) Equity Investment	Ownership of Land	($000's) Debt Balance (1)	Debt Maturity & Int Rate
Sealy Venture Properties - Equity Investments
Atlanta, GA (5) (Northwest Atlanta)	2006	60%	472,000	75%	Original Mattress (2020/2025)	57,000	$1,887	Fee	$28,750	01/2012 5.7%

Atlanta, GA (6) (Newmarket)	2008	68%	470,000	64%	Alere Health (2011/ n/a)	76,000	6,136	Fee	37,000	11/2016 6.12%

Nashville, TN (7) (Airpark)	2007	50%	1,155,000	86%	No tenants over 10%	-	2,421	Fee	74,000	05/2012 5.77%


Subtotal - Sealy Venture Properties			2,097,000				10,444		139,750

Loan Asset- Equity Investment
WRT-ROIC Riverside LLC	2010	50%					7,883
WRT-ROIC Lakeside Eagle LLC (8)	2011	50%					17,837
WRT-46th Street Gotham LLC (9)	2011	50%					7,949

Total Equity Investment Properties			4,074,000				$ 106,606		$ 225,094

Preferred Equity Investment
180 North Michigan Chicago, IL (Marc Realty)	2008	70%	229,000	87%	No tenants over 10%		$ 4,034	Fee	$ 17,975	03/2013 Libor+ 1.5% (10)

(**) Occupancy rates include all signed leases including space undergoing tenant improvements

(1)	Debt balance shown represents 100% of the debt encumbering the properties.

(2)	Both the 2000-60 Algonquin and 2205-55 Enterprise Road Marc Realty properties are cross collateralized by a mortgage of $11,510 which is included in total debt balance.

(3)	An interest rate swap agreement with a notional amount of $5,724 effectively converts the interest rate to a fixed rate of 4.78%

(4)	In February 2011 the maturity date was extended to May 2011 and the venture is currently negotiating with the lender to extend the debt maturity date for five years.

(5)	Equity investment in Sealy Northwest Atlanta consists of 12 flex/office properties

(6)	Equity investment in Sealy Newmarket consists of six flex/office campus style properties

(7)	Equity investment in Sealy Airpark consists of 13 light distribution and service center properties.

(8)	On March 22, 2011 the Trust entered into a 50%-50% joint venture. The new joint venture entity was formed and funded by its members concurrent with its purchase of two non performing first mortgage loans secured by retail centers located in Riverside County, CA.

(9)	On February 23, 2011, the Trust entered into a 50%-50% joint venture. The new joint venture entity was formed and funded by its members concurrent with its purchase of a first mortgage secured by a hotel located in New York, NY.

(10)	An interest rate swap agreement with a notional amount of $17,515 effectively converts the interest rate to a fixed rate of 4.55%.

WINTHROP REALTY TRUST

CONSOLIDATED PROPERTIES – OPERATING SUMMARY

Three Months Ended March 31, 2011

(In thousands, except for Square Footage, Unaudited)

Description	% Owned			Number of Properties		Square Footage		Rents and Reimburse-ments		Operating Expenses		Real Estate Taxes		Net Operating Income (1)			Interest Expense		Impair-ment		Depreciation & Amortization		(Income)Loss Attributable to Non-controlling Interest			WRT's share Net Income / (Loss) from Consolidated Properties (1)
100% Owned Consolidated Properties
Retail		100.0	%		6		301,000	$	339	$	9	$	13	$	317		$	-	$	-	$	94	$	-		$	223
Office		100.0	%		10		1,321,000		4,299		1,204		537		2,558			1,608		-		1,518		-			(568	)
Other		100.0	%		3		1,595,000		1,807		1,716		264		(173	)		567		-		496		-			(1,236	)
					19		3,217,000		6,445		2,929		814		2,702			2,175		-		2,108		-			(1,581	)
Partially Owned Consolidated Properties
Chicago, IL (One East Erie/Marc Realty)		80.0	%		1		126,000		1,120		311		192		617			302		-		220		19			76
Chicago, IL (River City/Marc Realty)		60.0	%		1		253,000		936		617		161		158			151		-		209		(81	)		(121	)
Houston, TX (Multiple LP's)		8.0	%		1		614,000		1,952		3		-		1,949			945		-		698		274			32
Lisle, IL (Marc Realty)		60.0	%		1		54,000		215		85		26		104			81		-		38		(6	)		(9	)
Phoenix, Arizona (Deer Valley / Fenway)		96.5	%		1		82,000		318		100		62		156			-		-		208		(2	)		(50	)
					5		1,129,000		4,541		1,116		441		2,984			1,479		-		1,373		204			(72	)
KeyBank mortgage loan interest expense (2)					-		-		-		-		-		-			165		-		-		-			(165	)
Total Consolidated Properties					24		4,346,000	$	10,986	$	4,045	$	1,255	$	5,686		$	3,819	$	-	$	3,481	$	204		$	(1,818	)
Series B-1 Preferred interest expense (3)																		391
Other																		403
Total																	$	4,613

(1) See definition of Net Operating Income and Net Income / (Loss) from Consolidated Properties on page 26 of the supplemental package.

(2) Represents interest expense on a mortgage loan made by KeyBank collateralized by our various properties.

(3) Represents interest expense (dividends) on our Series B-1 Preferred Shares treated as debt for GAAP purposes.

WINTHROP REALTY TRUST

EQUITY INVESTMENTS – OPERATING SUMMARY

Three Months Ended March 31, 2011

(In thousands, except for Square Footage, Unaudited)

Venture	Number of Properties		Square Footage		Total Revenue		Operating Expenses		Real Estate Taxes		Net Operating Income (2)		Interest Expense		Other Income (Expense)			Deprec & Amort		Net Income / (Loss) from Equity Invest- ments			WRT' S Share of Net Income / (Loss) from Equity Investments
Marc Realty Portfolio		12		1,977,000		10,141		4,697		1,425		4,019		1,137		(68	)		2,556		258			127
Sealy Venture Portfolio		3		2,097,000		3,762		782		414		2,566		3,060		(22	)		1,617		(2,133	)		(1,300	)
Total Equity Investment Properties		15		4,074,000	$	13,903	$	5,479	$	1,839	$	6,585	$	4,197	$	(90	)	$	4,173	$	(1,875	)		(1,173	)

Amortization of Marc Realty Portfolio basis differential (1)																								(72	)
WRT-ROIC Riverside - Winthrop's share of net income from equity investment																								234
WRT-ROIC Lakeside Eagle-Winthrop's share of net loss from equity investment																								(256	)
WRT-ROIC 46th Street Gotham-Winthrop's share of net loss from equity investment																								(88	)
Equity in loss of equity investments																							$	(1,355	)

(1)

This amount represents the aggregate difference between the Trust’s historical cost basis and the basis reflected at the equity investment level, which is typically amortized over the life of the related assets and liabilities. The basis differentials are the result of other-than-temporary impairments at the investment level and a reallocation of equity at the venture level as a result of the restructuring.

(2)	See definition of Net Operating Income on page 26 of the supplemental package.

WINTHROP REALTY TRUST

CONSOLIDATED - DEBT SUMMARY

(In thousands, Unaudited)

Description	Principal Outstanding March 31, 2011		Coupon (1)			Remaining 2011 Repayment		Maturity Date		Amount Due at Maturity		Weighted Average Maturity (in years)

Fixed rate debt
Secured fixed rate mortgage loans payable
Chicago, IL / River City	$	8,900		6.250	%	$	-		04/2012	$	8,900
Amherst, NY		16,007		5.650	%		325		10/2013		14,822
Meriden, CT / Newbury		23,875		5.830	%		-		02/2014		23,875
Indianapolis, IN / Circle Tower		4,226		5.820	%		57		04/2015		3,888
Chicago, IL / Ontario		20,749		5.750	%		228		03/2016		19,073
Houston, TX - Note 1		25,000		5.220	%		-		04/2016		25,000
Houston, TX - Note 2		8,800		6.000	%		-		04/2016		8,800
Houston, TX - Note 3		25,618		7.500	%		2,995		04/2016		-
Lisle, IL / 550 & 701 Corporetum		23,859		6.260	%		265		06/2016		21,962
Lisle, IL / 1050 Corporetum		5,600		5.550	%		-		03/2017		5,600
Orlando, FL		38,521		6.400	%		389		07/2017		34,567
Plantation, FL		11,000		6.483	%		73		04/2018		10,046
Total secured fixed rate mortgage loans payable		212,155		6.059	%		4,332				176,533

Other fixed rate secured financing
San Marbeya Participation A note payable		15,150		4.850	%		-		01/2015		15,150
Total Fixed Rate Debt/ Wtd Avg		227,305					4,332				191,683		4.68

Floating rate debt
KeyBank Revolving Line of Credit (Libor + 3%)		33,875		3.240	%		-		03/2014		33,875		3.00

Total Consolidated Debt/Wtd Avg	$	261,180				$	4,332			$	225,558		4.46

(1) Libor rate for the quarter used to determine coupon on floating rate debt at March 31, 2011 was 0.24%.

WINTHROP REALTY TRUST

EQUITY INVESTMENTS - DEBT SUMMARY

(In thousands, Unaudited)

	Gross Principal		WRT Share					WRT Share				WRT Share
Description	Principal Outstanding March 31, 2011		Principal Outstanding March 31, 2011		Coupon (1)			Remaining 2011 Repayment		Maturity Date		Amount Due at Maturity		Weighted Average Maturity (in years)

Fixed rate debt
Sealy:
Northwest Atlanta, Atlanta, GA	$	28,750	$	17,250		5.700	%				01/2012		17,250
Airpark, Nashville, TN		74,000		37,000		5.770	%		-		05/2012		37,000
Newmarket, Atlanta, GA		37,000		25,160		6.120	%		-		11/2016		25,160

Marc Realty:
8 South Michigan, Chicago, IL		3,825		1,913		6.870	%		1,873		08/2011		-
223 West Jackson, Chicago, IL		7,686		3,843		6.920	%		182		06/2012		3,554
2720 River Road, Des Plains, IL		2,545		1,273		6.095	%		56		10/2012		1,165
29 East Madison, Chicago, IL		10,972		5,486		5.200	%		239		05/2013		4,795
30 North Michigan, Chicago, IL		13,003		6,502		5.990	%		140		08/2014		5,822
4415 West Harrison, Hillside, IL (High Point)		4,589		2,295		5.620	%		29		12/2015		1,638
Total Fixed Rate Debt/ Wtd Avg		182,370		100,722		5.894	%		2,519				96,384		2.43

Floating rate debt
Marc Realty:
900-910 Skokie, Northbrook, IL (Libor +2%)		5,367		2,684		2.240	%		2,679		05/2011		-
11 East Adams, Chicago, IL (Libor + 2%)		9,999		4,900		2.240	%		4,900		08/2011		-
2000-60 Algonquin, Schaumburg, IL (2)
2205-55 Enterprise, Westchester, IL (2) (3)		11,510		5,755		4.250	%		109		02/2013		5,489
3701 Algonquin, Rolling Meadows, IL (Libor + 2.75%) (3)		10,124		5,062		4.250	%		130		02/2013		4,751
1701 East Woodfield, Schaumburg, IL (Libor + 3%) (4)		5,724		2,862		4.780	%		46		09/2015		2,564
Total Floating Rate Debt/ Wtd Avg		42,724		21,263		3.605	%		7,864				12,804		1.62

Total Joint Venture Debt/Wtd Avg	$	225,094	$	121,985		5.473	%	$	10,383			$	109,188		2.29

(1)	Libor rate for the quarter used to determine coupon on floating rate debt at March 31, 2011 was 0.24%.

(2)	Both the 2000-60 Algonquin and 2205-55 Enterprise properties are cross collateralized by the mortgage and bear interest at a rate of Libor + 275.

(3)	These loans provide for an interest rate floor of 4.25%.

(4)	An interest rate swap agreement effectively converts the interest rate to a fixed rate of 4.78%

WINTHROP REALTY TRUST

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES OF INCOME TO

NET INCOME ATTRIBUTABLE TO COMMON SHARES

(In thousands)

	Three Months Ended			Year Ended			Three Months Ended			Three Months Ended			Three Months Ended			Three Months Ended
	Mar 31,			Dec 31,			Dec 31,			Sep 30,			Jun 30,			Mar 31,
	2011			2010			2010			2010			2010			2010

NOI from consolidated properties (1), (4)	$	5,686		$	26,861		$	6,452		$	6,479		$	7,279		$	6,651

Less:
Interest expense		(3,819	)		(13,193	)		(3,597	)		(3,196	)		(3,207	)		(3,193	)
Depreciation and amortization		(3,481	)		(9,966	)		(2,916	)		(2,379	)		(2,371	)		(2,300	)
Impairment loss on investments in real estate		-			-			-			-			-			-
Income attributable to non-controlling interest		(204	)		(888	)		(293	)		(175	)		(175	)		(245	)
WRT share of income (loss) from consolidated properties (2), (4)		(1,818	)		2,814			(354	)		729			1,526			913

Equity in loss of equity investments (3)		(1,355	)		(2,007	)		(679	)		(409	)		(392	)		(527	)

Add:
Earnings from preferred equity investments		83			338			85			85			85			83
Interest and dividend income		9,672			17,128			5,381			4,948			3,590			3,209
Gain on sale of securities carried at fair value		-			773			-						78			695
Unrealized gain on loan securities carried at fair value		2,813			4,986			780			581			3,625			-
Unrealized gain on securities carried at fair value		886			6,448			1,418			2,490			-			2,540
Gain on loan securities carried at fair value		124			469			469
Interest income		93			139			45			17			40			37
Income from discontinued operations		47			410			163			-			-			247

Less:
Series B-1 Preferred interest expense		(391	)		(1,563	)		(391	)		(390	)		(391	)		(391	)
General and administrative		(2,524	)		(8,834	)		(2,711	)		(2,300	)		(1,916	)		(1,907	)
State and local tax expense		(29	)		(133	)		(27	)		(7	)		(85	)		(14	)
Unrealized loss on loan securities carried at fair value					(613	)					-			-			(613	)
Unrealized loss on securities carried at fair value		-			(750	)		-			-			(750	)		-
Loss on sale of securities carried at fair value		-			(215	)		(30	)		(185	)		-			-
Interest expense - other		(403	)		(619	)		(261	)		(223	)		(68	)		(67	)
Series C Preferred interest		(59	)		(288	)		(58	)		(59	)		(58	)		(113	)
Loss on discontinued operations		-			(2,294	)		-			(1,528	)		(766	)		-
Net income attributable to Common Shares	$	7,139		$	16,189		$	3,830		$	3,749		$	4,518		$	4,092

(1)	See additional NOI detail on Page 14 of the supplemental package.

(2)	See detail for the three months ended March 31, 2011 on Page 21 of the supplemental package.

(3)	See detail for the three months ended March 31, 2011 on Page 22 of the supplemental package.

(4)	See definitions for non-GAAP measures on page 26 of the supplemental package.

WINTHROP REALTY TRUST SUPPLEMENTAL DEFINITIONS

Funds From Operations FFO - The NAREIT Board of Governors defines FFO as Generally Accepted Accounting Principles (“GAAP”) net income or loss adjusted to exclude net gains from sales of depreciated real estate assets, depreciation and amortization expense from real estate assets, extraordinary items and other specified non-cash items, including the pro rata share of such adjustments of unconsolidated subsidiaries. FFO does not represent cash generated from operating activities and is not necessarily indicative of cash available to fund cash requirements. FFO should not be considered as an alternative to net income as a performance indicator or cash flow as a liquidity measure. FFO may not be comparable to similar measures employed by other companies. FFO should not be considered as an alternative to net income as an indicator of the Company’s operating performance or as an alternative to cash flows as a measure of liquidity. In addition to FFO, the Company also discloses FFO before certain items that affect comparability. Although this non-GAAP measure clearly differs from NAREIT’s definition of FFO, the Company believes it provides a meaningful presentation of operating performance

Net Operating Income (NOI) - Net operating income is a non-GAAP measure equal to revenues from all rental property less operating expenses and real estate taxes. We believe NOI is a useful measure for evaluating operating performance of our real estate assets as well as those held by our unconsolidated equity investments. We believe NOI is useful to investors as a performance measure because, when compared across periods, NOI reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and development activity on an unleveraged basis, providing perspective not immediately apparent from net income. NOI presented by us may not be comparable to NOI reported by other REITs that define NOI differently. We believe that in order to facilitate a clear understanding of our operating results, NOI should be examined in conjunction with net income as presented in our consolidated financial statements. NOI should not be considered as an alternative to net income as an indication of our performance or to cash flows as a measure of our liquidity or ability to make distributions.

Net Income / (Loss) from Consolidated Properties: Net Income / (Loss) from Consolidated Properties is a non-GAAP measure equal to NOI less interest, depreciation, impairments and other corporate general administrative expenses related to consolidated properties less income attributable to non-controlling interests. We believe Net Income / (Loss) from Consolidated Properties is a useful measure for evaluating operating performance of our consolidated operating properties. Net Income / (Loss) from Consolidated Properties presented by us may not be comparable to Net Income / (Loss) from Consolidated Properties reported by other REITs that define it differently. We believe that in order to facilitate a clear understanding of our operating results, Net Income / (Loss) from Consolidated Properties should be examined in conjunction with net income as presented in our consolidated financial statements. Net Income / (Loss) from Consolidated Properties should not be considered as an alternative to net income as an indication of our performance or to cash flows as a measure of our liquidity or ability to make distributions.

Whole Loan – An Investment representing an original mortgage loan instead of a loan comprised of one or more lenders.

Mezzanine Loan – A loan secured by an ownership interest of the entity which owns the property and which is subordinate to a first mortgage loan.

B-Note - A structured junior participation that is part of a first mortgage loan.

Rake Bond – A junior interest in a securitized mortgage loan which has been structured in one or more classes of Collateralized Mortgage Backed Securities (“CMBS”) securities. Rake bonds are classes of CMBS issued in a transaction that solely relate to one particular mortgage loan.

Accretion of Discount - The increase in the value of an instrument such as a loan which was acquired for an amount less than face value.

WINTHROP REALTY TRUST INVESTOR INFORMATION

TRANSFER AGENT			INVESTOR RELATIONS
Computershare Written Requests: P.O. Box 43078 Providence, RI 02940 phone: 800.622.6757 (U.S., Canada and Puerto Rico) phone: 781.575.4735 (outside U.S.) Overnight Delivery: 250 Royall Street Canton, MA 02021 Internet Inquiries : Investor Centre™ website at www.computershare.com/investor		Beverly Bergman , VP of Investor Relations Winthrop Realty Trust Beverly Bergman P.O. Box 9507 7 Bulfinch Place, Suite 500 Boston, MA 02114-9507 phone: 617.570.4614 fax: 617.570.4746

ANALYST COVERAGE

Analyst	Firm	Contact Information

Joshua A. Barber	Stifel Nicolaus	(443) 224-1347 jabarber@stifel.com

Ross L. Smotrich	Barclays Capital	(212) 526-2306 ross.smotrich@barcap.com

Jeffrey S. Langbaum	Barclays Capital	(212) 526-0971 jeffrey.langbaum@barcap.com

Winthrop Realty Trust is followed by the analysts listed above. Please note that any opinions, estimates or forecasts regarding Winthrop Realty Trust's performance made by the analyst is theirs alone and does not represent opinions forecasts or predictions of Winthrop Realty Trust or its management. Winthrop Realty Trust does not by its reference above or distribution imply its endorsement of or concurrence with such information, conclusions or recommendations.

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