The following discussion and analysis should be read in conjunction with the
accompanying consolidated financial statements of Lightstone Value Plus Real
Estate Investment Trust, Inc. and Subsidiaries and the notes thereto. As used
herein, the terms "we," "our" and "us" refer to Lightstone Value Plus Real
Estate Investment Trust, Inc., a Maryland corporation, and, as required by
context, Lightstone Value Plus REIT, L.P. and its wholly owned subsidiaries,
which we collectively refer to as "the Operating Partnership." Dollar amounts
are presented in thousands, except per share data and where indicated in
millions.



Forward-Looking Statements



Certain information included in this Quarterly Report on Form 10-Q contains, and
other materials filed or to be filed by us with the Securities and Exchange
Commission, or the SEC, contain or will contain, forward-looking statements. All
statements, other than statements of historical facts, including, among others,
statements regarding our possible or assumed future results of our business,
financial condition, liquidity, results of operations, plans and objectives, are
forward-looking statements. Those statements include statements regarding the
intent, belief or current expectations of Lightstone Value Plus Real Estate
Investment Trust, Inc. and members of our management team, as well as the
assumptions on which such statements are based, and generally are identified by
the use of words such as "may," "will," "seeks," "anticipates," "believes,"
"estimates," "expects," "plans," "intends," "should" or similar expressions.
Forward-looking statements are not guarantees of future performance and involve
risks and uncertainties that actual results may differ materially from those
contemplated by such forward-looking statements.

Such statements are based on assumptions and expectations which may not be realized and are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated. Future events and actual results, financial and otherwise, may differ from the results discussed in the forward-looking statements.





Risks and other factors that might cause differences, some of which could be
material, include, but are not limited to, economic and market conditions,
competition, tenant or joint venture partner(s) bankruptcies, changes in
governmental, tax, real estate and zoning laws and regulations, failure to
increase tenant occupancy and operating income, rejection of leases by tenants
in bankruptcy, financing and development risks, construction and lease-up
delays, cost overruns, the level and volatility of interest rates, the rate of
revenue increases versus expense increases, the financial stability of various
tenants and industries, the failure of the Company (defined herein) to make
additional investments in real estate properties, the failure to upgrade our
tenant mix, restrictions in current financing arrangements, the failure to fully
recover tenant obligations for common area maintenance ("CAM"), insurance, taxes
and other property expenses, the failure of the Company to continue to qualify
as a real estate investment trust ("REIT"), the failure to refinance debt at
favorable terms and conditions, an increase in impairment charges, loss of key
personnel, failure to achieve earnings/funds from operations targets or
estimates, conflicts of interest with the Advisor, Sponsor and their affiliates,
failure of joint venture relationships, significant costs related to
environmental issues and uncertainties regarding the impact of the current
COVID-19 pandemic, and restrictions intended to prevent its spread on our
business and the economy generally, as well as other risks listed from time to
time in this Form 10-Q, our Form 10-K and in the Company's other reports filed
with the SEC.




We believe these forward-looking statements are reasonable; however, undue
reliance should not be placed on any forward-looking statements, which are based
on current expectations. All written and oral forward-looking statements
attributable to us, or persons acting on our behalf, are qualified in their
entirety by these cautionary statements. Further, forward-looking statements
speak only as of the date they are made, and we undertake no obligation to
update or revise forward-looking statements to reflect changed assumptions, the
occurrence of unanticipated events or changes to future operating results over
time unless required by law.



Overview



Lightstone Value Plus Real Estate Investment Trust, Inc. (the "Lightstone
REIT"), (together with the Operating Partnership (as defined below), the
"Company", also referred to as "we", "our" or "us" herein) has and expects to
continue to acquire and operate or develop in the future, commercial,
residential and hospitality properties and/or make real estate-related
investments, principally in the United States. Our acquisitions and investments
are, principally conducted through the Operating Partnership, and may include
both portfolios and individual properties.



                                       21





As of June 30, 2021, we have ownership interests in (i) two consolidated
operating properties, (ii) three consolidated development properties (including
the Santa Clara Data Center, which is classified as held for sale) and (iii)
seven unconsolidated operating properties. With respect to our consolidated
operating properties, we wholly own the St. Augustine Outlet Center, a retail
property containing approximately 0.3 million square feet of gross leasable
area, and have a majority ownership interest of approximately 59.2% in Gantry
Park Landing, a multi-family residential property containing 199 apartment
units. With respect to our consolidated development properties, we wholly own
three projects consisting of the Lower East Side Moxy Hotel, the Exterior Street
Project and the Santa Clara Data Center. We also hold a 2.5% ownership interest
in seven hotel properties through a joint venture (the "Joint Venture") which we
account for using a measurement alternative under which the Joint Venture is
measured at cost, adjusted for observable price changes and impairments, if any.
The Joint Venture is between us and the operating partnership of Lightstone
Value Plus Real Estate Investment Trust II, Inc. ("Lightstone II"), a real
estate investment trust also sponsored by our Sponsor, which has a 97.5%
ownership interest in the Joint Venture. Furthermore, we have other real
estate-related investments, including preferred contributions that were made
pursuant to agreements with various related party entities (the "Preferred
Investments") and nonrecourse promissory notes made to unaffiliated
third-parties. Our real estate investments have been and are expected to
continue to be held by the Company alone or jointly with other parties.



We do not have employees. We entered into an advisory agreement pursuant to
which the Advisor supervises and manages our day-to-day operations and selects
our real estate and real estate related investments, subject to oversight by our
Board of Directors. We pay the Advisor fees for services related to the
investment and management of our assets, and we will reimburse the Advisor for
certain expenses incurred on our behalf.



To maintain our qualification as a REIT, we engage in certain activities through
taxable REIT subsidiaries ("TRSs"). As such, we may still be subject to U.S.
federal and state income and franchise taxes from these activities.

Acquisitions and Investment Strategy





We have, to date, acquired and/or developed residential, commercial and
hospitality properties principally, all of which are located in the United
States and also made other real estate-related investments. Our acquisitions
have included both portfolios and individual properties. Our current operating
properties consist of one retail property (the St. Augustine Outlet Center) and
one multi-family residential property (Gantry Park Landing). We have also
acquired various parcels of land and air rights related to the development and
construction of real estate properties. Additionally, we have made preferred
investments in related parties and originated nonrecourse loans to unaffiliated
third-party borrowers.



Investments in real estate are generally made through the purchase of all or
part of a fee simple ownership, or all or part of a leasehold interest. We may
also purchase limited partnership interests, limited liability company interests
and other equity securities. We may also enter into joint ventures with related
parties for the acquisition, development or improvement of properties as well as
general partnerships, co-tenancies and other participations with real estate
developers, owners and others for the purpose of developing, owning and
operating real properties. We will not enter into a joint venture to make an
investment that we would not be permitted to make on our own. Not more than 10%
of our total assets will be invested in unimproved real property. For purposes
of this paragraph, "unimproved real properties" does not include properties
acquired for the purpose of producing rental or other operating income,
properties under construction and properties for which development or
construction is planned within one year.



Current Environment



Our operating results are substantially impacted by the overall health of local,
U.S. national and global economies and may be influenced by market and other
challenges. Additionally, our business and financial performance may be
adversely affected by current and future economic and other conditions;
including, but not limited to, availability or terms of financings, financial
markets volatility, political upheaval or uncertainty, natural and man-made
disasters, terrorism and acts of war, unfavorable changes in laws and
regulations, outbreaks of contagious diseases, cybercrime, loss of key
relationships, and recession.



COVID-19 Pandemic




The World Health Organization declared COVID-19 a global pandemic on March 11,
2020 and since that time many of the previously imposed restrictions and other
measures which were instituted in response have been subsequently reduced or
lifted. However, the COVID-19 pandemic remains highly unpredictable and dynamic
and its duration and extent continue to be dependent on various developments,
such as the emergence of variants to the virus that may cause additional strains
of COVID-19, the administration and ultimate effectiveness of vaccines, and the
eventual timeline to achieve a sufficient level of herd immunity among the
general population. Accordingly, the COVID-19 pandemic may continue to have
negative effects on the health of the U.S. economy for the foreseeable future.



                                       22





As a result of previously imposed restrictions, we temporarily closed our St.
Augustine Outlet Center from March 20, 2020 through May 7, 2020. Primarily
because of the impact of the COVID-19 pandemic, the property's occupancy
declined and also during 2021 we provided forbearance of certain rent payments
to various tenants. Additionally, we have seen deterioration in both the
occupancy and rental rates for Gantry Park Landing, which is located on Long
Island, New York, as the luxury rental market in the greater New York City
metropolitan area has been negatively impacted by the COVID-19 pandemic.



To-date, the COVID-19 pandemic has not had any significant impact on our
development projects. Furthermore, our other real estate-related investments
(both our preferred investments in related parties and nonrecourse loans made to
unaffiliated third-party borrowers) also relate to various development projects
which are at different stages in their respective development process. These
investments, which are subject to similar restrictions and other measures, have
also not yet been significantly impacted by the COVID-19 pandemic.



The overall extent to which our business may be affected by the ongoing COVID-19
pandemic will largely depend on both current and future developments, all of
which are highly uncertain and cannot be reasonably predicted.



If our operating properties, development projects and real estate-related
investments are negatively impacted for an extended period because (i) occupancy
levels and rental rates further decline, (ii) tenants are unable to pay their
rent, (iii) borrowers are unable to pay scheduled debt service on notes
receivable, (iv) development activities are delayed and/or (v) various related
party entities are unable to pay monthly preferred distributions on our
preferred investments in related parties, our business and financial results
could be materially and adversely impacted.



We are not currently aware of any other material trends or uncertainties,
favorable or unfavorable, that may be reasonably anticipated to have a material
impact on either capital resources or the revenues or income to be derived from
our operations, other than those referred to above or throughout this Form 10-Q.
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America ("GAAP") requires the
Company's management to make estimates and assumptions that affect the reported
amounts of assets and liabilities, the disclosure of contingent assets and
liabilities and the reported amounts of revenues and expenses during a reporting
period.

Wholly Owned and Consolidated Real Estate Properties:





                                                                                                                    Annualized
                                                                                                                     Revenues
                                                                                                    Percentage       based on        Annualized
                                     Year Built

Gross Leasable Area Occupied as rents at Revenues per


                                     (Range of

("GLA") in Square of June 30, June 30, square foot/unit


                       Location     years built)      Date Acquired     Feet/Leaseable Units           2021            2021       at June 30, 2021

St. Augustine
Outlet Center         St.
(Retail Outlet        Augustine,                                           
$1.9
Shopping Center(1)    Florida               1998       March 2006           328,125       GLA              73.5 %      million   $       7.68  sqft
Gantry Park Landing   Long
(Multi-Family         Island
Apartment Building)   City, New                                            
$8.0
                      York                  2013       August 2013              199       units            85.9 %      million   $     46,584  unit




Annualized revenue is defined as the minimum monthly payments due as of June 30,
2021 annualized, excluding periodic contractual fixed increases and rents
calculated based on a percentage of tenants' sales. The annualized base rent
disclosed in the table above includes all concessions, abatements and
reimbursements of rent to tenants as June 30, 2021.



Development Projects



Lower East Side Moxy Hotel

On December 3, 2018, we acquired three adjacent parcels of land located at 147-151 Bowery, New York, New York on which we are developing and constructing a 296-room Marriott Moxy hotel (the "Lower East Side Moxy Hotel").

Exterior Street Project

On February 27, 2019, we, acquired two adjacent parcels of land located at 355 and 399 Exterior Street, New York, New York, on which we are developing and constructing a multi-family residential property (the "Exterior Street Project").





                                       23

The following is a summary of the amounts incurred and capitalized to construction in progress for the Lower East Side Moxy Hotel and the Exterior Street Project as of June 30, 2021:

Development Project
Lower East Side Moxy Hotel   $ 115,274
Exterior Street Project         83,916
Total                        $ 199,190

Held for Sale and Disposition of the Santa Clara Data Center





On January 10, 2019, we acquired a parcel of land located at 2175 Martin Avenue,
Santa Clara, California (the "Martin Avenue Land"). Subsequently, we completed
certain activities associated with the potential development and construction of
a data center (the "Santa Clara Data Center") on the Martin Avenue Land.



As of December 31, 2020, we incurred and capitalized to construction in progress
aggregate costs of $13.4 million related to the Santa Clara Data Center, which
were included in construction in progress on our consolidated balance sheet as
of that date. Additionally, during the three and six months ended June 30, 2020,
$0.1 million and $0.2 million, respectively, of interest was capitalized to
construction in progress for the Santa Clara Data Center. No interest was
capitalized for the Santa Clara Data Center during the 2021 periods.



On May 28, 2021, we and Prime Data Centers, Corp. (the "Santa Clara Data Center
Buyer"), an unaffiliated third party, entered into a purchase and sale agreement
(the "Santa Clara Data Center PSA") pursuant to which we would dispose of the
Santa Clara Data Center, to the Santa Clara Data Center Buyer for a contractual
sales price of $13.9 million.



During the second quarter of 2021, the Santa Clara Data Center met the criteria
to be classified as held for sale and therefore, its associated assets of $13.4
million are classified as held for sale in the consolidated balance sheet as of
June 30, 2021.

Subsequently, on July 7, 2021, we completed the disposition of the Santa Clara Data Center pursuant to the terms of the Santa Clara Data Center PSA.





Results of Operations

For the Three Months Ended June 30, 2021 vs. June 30, 2020





Consolidated



Revenues



Our revenues are comprised of rental income and tenant recovery income. Total
revenues decreased by $0.5 million to $2.5 million for the three months ended
June 30, 2021 compared to $3.0 million for the same period in 2020. This
decrease was primarily attributable to reduced occupancy and rental rates for
Gantry Park Landing during the 2021 period resulting from the COVID-19 pandemic.



Property operating expenses

Property operating expenses were $0.9 million for both the three months ended June 30, 2021 and 2020.





Real estate taxes

Real estate taxes were $0.1 million for both the three months ended June 30, 2021 and 2020.

General and administrative expenses





General and administrative expenses decreased by $0.4 million to $0.6 million
for the three months ended June 30, 2021 compared to $1.0 million for the same
period in 2020 principally due to a decrease in bad debt expense.

Depreciation and amortization


Depreciation and amortization increased by $0.2 million to $1.2 million for the
three months ended June 30, 2021 compared to $1.0 million for the same period in
2020.



                                       24





Interest and dividend income




Interest and dividend income increased by $0.7 million to $3.6 million for the
three months ended June 30, 2021 compared to $2.9 million for the same period in
2020. The increase primarily reflects higher interest income earned on our notes
receivable of $0.4 million and higher interest and dividend income earned on our
available cash and investments in marketable securities of $0.3 million.



Interest expense



Interest expense, including amortization of deferred financing costs, was $0.6
million for both the three months ended June 30, 2021 and 2020. During the three
months ended June 30, 2021 and 2020, $1.1 million and $1.2 million,
respectively, of interest was capitalized to construction in progress for our
development projects.

Gain on disposition of real estate


On May 25, 2021, we completed the disposition of a parcel of land adjacent to
the St. Augustine Outlet Center for a contractual sales price of $6.8 million
and recognized a gain on the disposition of real estate of approximately $3.6
million during the second quarter of 2021.



On April 6, 2020, we completed the disposition of a parcel of land adjacent to
the St. Augustine Outlet Center for a contractual sales price of $2.1 million
and recognized a gain on the disposition of real estate of approximately $1.6
million during the second quarter of 2020.

Unrealized gains on marketable equity securities





During the three months ended June 30, 2021, we recorded unrealized gains on
marketable equity securities of $5.1 million and during the three months ended
June 30, 2020, we recorded unrealized gains on marketable equity securities of
$2.7 million. These unrealized gains represented the change in the fair value of
our marketable equity securities during those periods.



Noncontrolling interests



The net earnings allocated to noncontrolling interests relates to (i) parties of
the Company that hold units in the Operating Partnership, (ii) the interest in
PRO-DFJV Holdings LLC ("PRO") held by our Sponsor, (iii) the ownership interests
in 50-01 2nd St. Associates LLC (the "2nd Street Joint Venture") held by our
Sponsor and other affiliates and (iv) the ownership interest in various joint
ventures held by affiliates of our Sponsor that have originated nonrecourse
loans to unaffiliated third-party borrowers.

For the Six Months Ended June 30, 2021 vs. June 30, 2020

Consolidated - Continuing Operations





Revenues



Our revenues are comprised of rental income and tenant recovery income. Total
revenues decreased by approximately $0.9 million to $5.3 million for the six
months ended June 30, 2021 compared to $6.2 million for the same period in 2020.
This decrease was primarily attributable to reduced occupancy and rental rates
for Gantry Park Landing during the 2021 period resulting from the COVID-19

pandemic.



Property operating expenses



Property operating expenses decreased slightly by approximately $0.1 million to
$1.9 million for the six months ended June 30, 2021 compared to $2.0 million for
the same period in 2020.



Real estate taxes

Real estate taxes were $0.2 million for both the six months ended June 30, 2021 and 2020.





                                       25

General and administrative expenses





General and administrative expenses decreased by $0.5 million to $1.2 million
for the six months ended June 30, 2021 compared to $1.7 million for the same
period in 2020 principally due to a decrease increase in bad debt expense.

Depreciation and amortization


Depreciation and amortization increased by $0.3 million to $2.3 million for the
six months ended June 30, 2021 compared to $2.0 million for the same period

in
2020.

Interest and dividend income





Interest and dividend income increased by approximately $1.4 million to $7.2
million for the six months ended June 30, 2021 compared to $5.8 million for the
same period in 2020. The increase primarily reflects higher interest income
earned on our notes receivable of $1.5 million, partially offset by lower
investment income of $0.2 million from our Preferred Investments.



Interest expense



Interest expense, including amortization of deferred financing costs, increased
slightly by $0.1 million to $1.4 million for the six months ended June 30, 2021
compared to $1.3 million for the same period in 2020. During the six months
ended June 30, 2021 and 2020, $1.9 million and $2.8 million, respectively, of
interest was capitalized to construction in progress for our development
projects.

Gain on disposition of real estate


On May 25, 2021, we completed the disposition of a parcel of land adjacent to
the St. Augustine Outlet Center for a contractual sales price of $6.8 million
and recognized a gain on the disposition of real estate of approximately $3.6
million during the second quarter of 2021.



On April 6, 2020, we completed the disposition of a parcel of land adjacent to
the St. Augustine Outlet Center for a contractual sales price of $2.1 million
and recognized a gain on the disposition of real estate of approximately $1.6
million during the second quarter of 2020.

Unrealized gains(losses) on marketable equity securities


During the six months ended June 30, 2021, we recorded unrealized gains on
marketable equity securities of $14.1 million and during the six months ended
June 30, 2020, we recorded unrealized losses on marketable equity securities of
$18.6 million. These unrealized gains and losses represented the change in the
fair value of our marketable equity securities during those periods.



Noncontrolling interests



The net earnings allocated to noncontrolling interests relates to (i) parties of
the Company that hold units in the Operating Partnership, (ii) the interest in
PRO-DFJV Holdings LLC ("PRO") held by our Sponsor, (iii) the ownership interests
in 50-01 2nd St. Associates LLC (the "2nd Street Joint Venture") held by our
Sponsor and other affiliates and (iv) the ownership interest in various joint
ventures held by affiliates of our Sponsor that have originated nonrecourse
loans to unaffiliated third-party borrowers.

Financial Condition, Liquidity and Capital Resources





Overview:

Rental income, interest and dividend income and borrowings are our principal source of funds to pay operating expenses, scheduled debt service, routine capital expenditures and distributions.





We expect to meet our short-term liquidity requirements, including the costs of
our expected non-recurring capital expenditures, including development
activities, and scheduled debt service generally through working
capital, redemptions of our Preferred Investments, repayments of our outstanding
notes receivable, selective asset dispositions and/or new borrowings and
refinancing of existing debt. On June 3, 2021, we closed on construction
financings related to our Lower East Side Moxy Hotel development project and we
ultimately expect to obtain construction financing to also fund a substantial
portion of Exterior Street development project's future development costs. See
"Development Activities" for additional information. However, there can be no
assurance we will be successful in obtaining additional construction financing
at favorable terms, if at all.  As of June 30, 2021, we had $24.4 million of
cash on hand, $1.8 million of restricted cash and $60.3 million of marketable
securities. We believe that these cash resources along with construction
financings will be sufficient to satisfy our cash requirements for the
foreseeable future, and we do not anticipate a need to raise funds from other
than these sources within the next 12 months.



                                       26





Our borrowings consist of single-property mortgages as well as mortgages
cross-collateralized by a pool of properties. We typically have obtained level
payment financing, meaning that the amount of debt service payable would be
substantially the same each year. As such, most of the mortgages on our
properties provide for a so-called "balloon" payment and are at a fixed interest
rate.




Additionally, in order to leverage our investments in marketable securities and
seek a higher rate of return, we have access to borrowings under a margin loan
and line of credit collateralized by the securities held with the financial
institution that provided the margin loan and line of credit as well as a
portion of our Marco OP Units. These loans are due on demand and any outstanding
balance must be paid upon the liquidation of securities.



Our charter provides that the aggregate amount of borrowing, both secured and
unsecured, may not exceed 300% of net assets in the absence of a satisfactory
showing that a higher level is appropriate, the approval of our Board of
Directors and disclosure to stockholders. Net assets means our total assets,
other than intangibles, at cost before deducting depreciation or other non-cash
reserves less our total liabilities, calculated at least quarterly on a basis
consistently applied. Any excess in borrowing over such 300% of net assets level
must be approved by a majority of our independent directors and disclosed to our
stockholders in our next quarterly report to stockholders, along with
justification for such excess. As of June 30, 2021, our total borrowings of
$165.8 million represented 49% of net assets.



Any future properties that we may acquire or investments we may make may be
funded through a combination of borrowings, proceeds generated from the sale and
redemption of our marketable securities, available for sale, proceeds received
from the selective disposition of our properties and proceeds received from the
redemption of our preferred investments in related parties. These borrowings may
consist of single-property mortgages as well as mortgages cross-collateralized
by a pool of properties. Such mortgages may be put in place either at the time
we acquire a property or subsequent to our purchasing a property for cash. In
addition, we may acquire properties that are subject to existing indebtedness
where we choose to assume the existing mortgages. Generally, though not
exclusively, we intend to seek to encumber our properties with debt, which will
be on a non-recourse basis. This means that a lender's rights on default will
generally be limited to foreclosing on the property. However, we may, at our
discretion, secure recourse financing or provide a guarantee to lenders if we
believe this may result in more favorable terms. When we give a guaranty for a
property owning entity, we will be responsible to the lender for the
satisfaction of the indebtedness if it is not paid by the property owning
entity.



We may also obtain lines of credit to be used to acquire properties or real
estate-related assets. These lines of credit will be at prevailing market terms
and will be repaid from proceeds from the sale or refinancing of properties,
working capital or permanent financing. Our Sponsor or its affiliates may
guarantee the lines of credit although they will not be obligated to do so. We
expect that such properties may be purchased by our Sponsor's affiliates on our
behalf, in our name, in order to minimize the imposition of a transfer tax upon
a transfer of such properties to us.



We have various agreements, including an advisory agreement, with the Advisor to
pay certain fees in exchange for services performed by the Advisor and/or its
affiliated entities. Additionally, our ability to secure financing and our real
estate operations are dependent upon our Advisor and its affiliates to perform
such services as provided in these agreements.



In addition to meeting working capital needs and distributions, if any, to our
stockholders, our capital resources are used to make certain payments to our
Advisor and our Property Manager, including payments related to asset
acquisition fees, development fees and leasing commissions, asset management
fees, the reimbursement of acquisition related expenses to our Advisor and
property management fees. We also reimburse our Advisor and its affiliates for
actual expenses it incurs for administrative and other services provided to us.
Additionally, the Operating Partnership may be required to make distributions to
Lightstone SLP, LLC, an affiliate of the Advisor.



The advisory agreement has a one-year term and is renewable for an unlimited
number of successive one-year periods upon the mutual consent of the Advisor and
our independent directors.



                                       27

The following table represents the fees incurred associated with the payments to be made to our Advisor and its affiliates for the periods indicated:





                                                For the Three Months Ended             For the Six Months Ended
                                              June 30,               June 30,         June 30,           June 30,
                                                2021                   2020             2021               2020

Asset management fees (general and
administrative costs)                      $           211         $        215     $        455       $        430
Property management fees (property
operating expenses)                                     72                  103              168                213
Development fees and cost
reimbursement(1)                                     1,603                  308            1,913                696
Total                                      $         1,886         $        626     $      2,536       $      1,339

(2) Development fees and development costs that we reimburse our Advisor for are


     capitalized and are included in the carrying value of the associated
     development project and classified as construction in progress on the
     consolidated balance sheets.




Additionally, we may be required to make distributions on the special general
partner interests ("SLP Units") in the Operating Partnership held by Lightstone
SLP, LLC, an affiliate of the Advisor. In connection with the Company's initial
public offering, Lightstone SLP, LLC purchased an aggregate of $30.0 million of
SLP Units. These SLP Units, the purchase price of which will be repaid only
after stockholders receive a stated preferred return and their net investment,
entitle Lightstone SLP, LLC to a portion of any regular distributions made by
the Operating Partnership.



During both the three and six months ended June 30, 2021 and 2020, distributions
of $0.5 million and $1.0 million, respectively, were declared and paid on the
SLP units.

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