SAFE was formed in 2001 to serve as the general partners in limited partnerships that own and operate office buildings leased to state and federal agencies. SAFE provides investors with opportunities to participate in the steady cash flows that can be generated by ownership of such properties. Due to the outstanding credit rating of the tenants, the limited partnerships can usually borrow 70% to 85% of the purchase price of these properties on a fixed rate, non-recourse basis.

SAFE formed one limited partnership in 2001 and two in 2002 by raising a total of $2,438,200 in equity and borrowing $9,380,000 on fixed rate, non-recourse long-term loans. These partnerships have an annual rental income of $1,331,416 and are paying quarterly distributions to the limited partners after the debt service and operating costs of $284,145, for a per annum distribution rate of 11.65%. The investors are also enjoying a capital appreciation rate of approximately another 12% per annum as a result of the pay down on the mortgages, assuming the properties' values remain constant.

During 2004 and most of 2005, low interest rates and other capital ventures prevented SAFE from actively acquiring new properties. However, SAFE expanded operations in 2005 by acquiring a property in Lansing, MI.

In the early spring of 2006, we established a goal of obtaining $50 million in real estate assets each year. We have set about reaching this goal by bringing on additional staff and beginning an aggressive marketing campaign reaching potential sellers who enable us to meet our investors' goals and objectives. In just a few short months, we have acquired over $10 million dollars of assets and broadened our investor base. With higher interest rates and a volatile stock market, state and federally leased real estate is as attractive as ever.

Our properties enable us to meet SAFE's mission of providing our government tenants with quality office and warehouse space designed to provide them with the ability to meet the goals and objectives of their agencies at a reasonable cost. SAFE wants to be the landlord of choice for any government agency. If we can do this, and continue to meet our investor's objectives,
SAFE will continue its "old" and new found success.


State & Federal Equities, Ltd.
200 D Westgate Parkway
Amarillo, TX 79121

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