Caballero Industrial II

“All management duties and management decision making of the taxpayer is delegated to Rreef America, LLC and Rreef Management, LLC pursuant to the terms of certain management agreements.”

“Taxpayer is organized as a nonprofit corporation under the laws of the state of Delaware. Each stockholder of the taxpayer shall at all times be either (1) a qualified pension, profit-sharing or stock bonus plan that meets the requirements of Section 401(a) of the IRC; (2) a governmental plan (within the meaning of Section 414(d) of the Code); (3) the United States, any State or political subdivision thereof, or any agency or instrumentality of the foregoing; or (4) any organization described in Section 501(c)(3) of the Code. Taxpayer has only one class of stock and such class is entitled to vote or execute consents either in person or by agent or agents authorized by written proxy. Such class of stockholder is entitled to distributions of profits or a share of the net assets upon dissolution.”

“Form 990 is reviewed annually prior to filing by an officer of the management company engaged by the taxpayer to manage the operations of the taxpayer. The return is then signed by a member of the taxpayer's governing body.”

“All employees of Rreef Management, LLC, which includes the members of the taxpayer's governing body, are required to at least annually disclose and certify via an electronic reporting system that they have: received, read and understand all of the conflict of interest and other related policies and that understand and agree to conform with such policies.”

“The corporate bylaws of the taxpayer provide that no officers of the taxpayer shall receive any compensation. All voting members of the governing body are independent as detailed in Part VI, Section A, lines 1a and 1b above. The governing body insures that this policy and corporate bylaw is enforced and none of its members nor any officer or employee of the taxpayer receives any compensation from the taxpayer.”

“No documents available to the public.”

“Client Note 1 - Form 990Part VII, Section AAs provided in the corporate bylaws of the taxpayer, all officers and directors of the taxpayer serve as such without compensation and, as a result, the taxpayer is precluded from paying any compensation to any of the following officers/directors.OFFICERS AND DIRECTORSDIRECTOR Marc L. FelicianoOFFICERSPresident Marc L. FelicianoVice President Darrell J. Campos John Casasante J. Scott Davis Adolfo J. Diaz Timothy E. Ellsworth Stephen J. George William T. Henderson James E. Toney Anne-Marie VandenbergVice President & Treasurer Aimee SamfordVice President & AssistantTreasurer Margaret A. FlanaganSecretary Portia Guerin”

“Client Note 2 - Notice on Change in Accounting YearThe taxpayer is changing its year end from June 30 to December 31. Per instructions for Form 1128, an organization exempt under section 501(a) that has not changed its tax year at any time during a 10-calendar-year period and has had an annual filing requirement during that 10-year period does not file a Form 1128. Accordingly, because the taxpayer is an organization exempt under Section 501(a), has not changed its tax year at any time during a 10-calendar-year period and has had annual filing requirements during that 10-year period, the taxpayer is not required to file a Form 1128.Therefore, pursuant to the guidelines stipulated under Rev. Proc. 85-58, this statement is notice to the taxing authorities that the tax year is being changed from June 30 to December 31.”

“Contributed- Advisor Fees = $94768”

“Depreciation not on the books = $2869”

“Distribution = -$5654132”