Balcor Realty Investors 85 Series II Watch

from 10-K 1 page The Infinity Group January 22, 1997 via Fax Steeplechase Partners Limited Partnership C/O the Balcor Company 2355 Waukegan Road Suite A-200 Bannockburn, Illinois 60015 Attention: Ilona Adams Re: Steeplechase Apartments Lexington, Kentucky Ladies and Gentlemen: Reference Is Hereby Made to That Agreement of Sale (The "Agreement"), Dated November 20, 1996, Which Was Reinstated and Amended by a Reinstatement Of, and First Amendment To, Agreement of Sale, Dated December 20, 1996 (The "First Amendment"), Between Steeplechase Partners Limited Partnership, as Seller, and Infinity Acquisitions, L.L.C., as Purchaser, for the Purchase and Sale of the Above Property. Pursuant to Paragraph 4 of the First Amendment, Please Be Advised That We Are Extending the Closing Date to March 17, 1997. With a Copy of This Letter, We Are Sending to the Escrow Agent a Check for $100,000 as Additional Earnest Money Under the Agreement. Very Truly Yours, Infinity Acquisition, L.L.C. By: /S/ Steven A. Stender CC: The Balcor Company, Attn: Mr. James Mendelson; Lawyers Title Insurance Corporation, Attn: Kathleen S. Campbell; Phillip Schechter; Rick Scarola; Katten, Muchin & Zavis, Attn: Daniel J. Perlman, Esq. and Steven Ginsberg, Esq. (All via Fax) Charter Title Company, Attn: Lea Fendley (With Enclosure, via Overnight Mail) <page>

from 10-Q 1 page Second Amendment to Agreement - Willow Bend Lake

from 10-Q 1 page First Amendment to Agreement - Willow Bend Lake

from 10-Q 1 page Second Amendment to Agrmnt of Sale for Willow Bend

from 10-Q 1 page August 2, 1996 via Facsimile Mail Hunters Partners Limited Partnership the Balcor Company Daniel J. Perlman, Esq. C/O the Balcor Company 2355 Waukegan Road Katten Muchin & Zavis 2355 Waukegan Road Suite A200 Suite 2100 Suite A200 Bannockburn, Illinois 525 W. Monroe Street Bannockburn, Illinois 60015 Chicago, Illinois 60015 Attn.: Al Lieberman 60661 Attn.: Ilona Adams Re: Agreement of Sale, Dated as of the 25th Day of June, 1996 (The "Agreement") Between Hunters Partners Limited Partnership, as Seller, and Erp Operating Limited Partnership, as Purchaser, for the Purchase of Hunter's Glen Apartments, Chesterfield, Missouri (The "Property"). Dear Ms. Adams and Messrs. Lieberman and Perlman: Purchaser Hereby Requests an Extension of the Approval Period, as Such Term Is Defined in Section 16(a) of the Agreement, From August 5, 1996 Until 5:00 Cdt on August 23, 1996. Purchaser Further Requests That the Closing Date, as Such Term Is Defined in Section 8 of the Agreement, Be Changed From August 15, 1996 to August 30, 1996. Please Acknowledge Seller's Acceptance of These Modifications to the Agreement by Executing This Letter in the Space Provided Below and Returning It via Facsimile Mail to Purchaser. Erp Operating Limited Partnership, an Illinois Limited Partnership By: Equity Residential Properties Trust, a Maryland Real Estate Investment Trust, Its General Partner By: /S/ Shelley L. Dunck Shelley L. Dunck Vice President Approved and Accepted This 2nd Day of August, 1996 Hunters Partners Limited Partnership, an Illinois Limited Partnership By: Hunters Partners, Inc., an Illinois Corporation By: /S/ Alan Lieberman Alan Lieberman Authorized Agent <page>