10-K 1 c68307e10-k.txt ANNUAL REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) |X| ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2001 | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________. Commission File Number 0-7798 FIRST WILKOW VENTURE, A LIMITED PARTNERSHIP (Exact Name of Registrant as Specified in Its Charter) Illinois 36-6169280 ----------------------- ------------------------------------ (State of Organization) (I.R.S. Employer Identification No.)

180 North Michigan Avenue, Chicago, Illinois 60601 --------------------------------------------------- (Address of Principal Executive Offices) Registrant's Telephone Number, including area code: (312) 726-9622 Securities Registered Pursuant to Section 12(h) of the Act: None Securities Registered Pursuant to Section 12(g) of the Act: Units of Partnership Interest, Exchange Value $132 -------------------------------------------------- (Title of Class) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. YES |X| NO | | The Registrant's units of limited partnership interest are not traded in a regulated market. The restrictions on the sale, transfer, assignment or pledge of partnership units are described in the Agreement of Limited Partnership of the Registrant. PART I ITEM 1 - BUSINESS ORGANIZATION First Wilkow Venture (the "Registrant") is a limited partnership composed of 397 limited partners and two general partners who are Marc R. Wilkow and Clifton J. Wilkow. Marc R. Wilkow and Clifton J. Wilkow have been engaged in real estate activities for over 20 years as officers of M&J Wilkow, Ltd., a closely held corporation, and certain affiliated companies which have been involved (through their predecessors in interest) in the acquisition, sale, development, leasing, operation, brokerage and management of real estate since 1939. Marc R. Wilkow is also president and sole director and stockholder of the law firm of Wilkow & Wilkow, P.C., which is the general counsel for the Registrant. All of the above entities, including the Registrant, have their principal offices at 180 North Michigan Avenue in Chicago, Illinois 60601. M&J Wilkow, Ltd. and its affiliated companies have a combined administrative staff of 46 and ancillary clerical, office and maintenance staff of approximately 44. The Registrant employs approximately five people who are management and maintenance personnel in connection with the operation of certain wholly owned properties. DESCRIPTION OF BUSINESS The Registrant owns outright or otherwise has participatory ownership interests in real property for investment purposes. At December 31, 2001, there are 25 properties in which the Registrant has interests, divided among residential, commercial and industrial buildings, shopping centers, and undeveloped land. Twenty-three of the properties are neither owned nor leased by the Registrant directly, but are owned by the Registrant in participation with other partnerships, some of which the Registrant has contracted for a priority position with respect to the receipt of cash distributions. These properties break down into the following categories: one is a residential project; thirteen are shopping centers; five are office buildings; one is a real estate investment trust; one is undeveloped land; and two are hotels. The remaining two properties are owned and operated by the Registrant as office buildings. 2 CHANGES IN PROPERTIES During the calendar year ended December 31, 2001, certain of the property investments held by the Registrant underwent the changes described below: (a) Purchases: On May 31, 2001, the Registrant invested $300,000 to obtain a 15.79% interest in M&J/Battery, LLC, which has a 14.50% interest in 600 Battery Street, LLC, which owns 600 Battery Street, an office building in San Francisco, California. On June 6, 2001, M&J/Retail Limited Partnership invested a total of $371,000 to obtain an 11.24% interest in M&J/Bayfair 580, LLC, which has a 99.00% interest in Bayfair 580, LLC, which owns Bayfair Mall, a shopping center located in San Leandro, California. (b) Sales: On July 31, 2001, Waterfall Plaza was sold for $1,800,000, resulting in no cash proceeds after satisfaction of the outstanding mortgage loan. The transaction created a gain on sale of $115,675. On July 31, 2001, the Highland Park Professional Building was sold for $2,375,000, resulting in net cash proceeds of $909,134 after satisfaction of the outstanding mortgage loan. The transaction netted a loss on sale of $293,182. The Registrant had an 89.286% interest in M&J/Sheridan Limited Partnership, which owned the building. On September 13, 2001, a property owned by M&J/Retail Limited Partnership, Archer and Central, was sold for $2,817,500, resulting in net cash proceeds of $492,175 after satisfaction of the outstanding mortgage loan. The transaction created a gain on sale of $726,593. On September 18, 2001, a property owned by M&J/Retail Limited Partnership, Oak Lawn Square, was sold for $1,450,000, resulting in net cash proceeds of $480,811 after satisfaction of the outstanding mortgage loan. The transaction created a gain on sale of $264,847. (c) Proposed Purchases and Sales: None (d) Declined Purchases: None 3 COMPETITIVE POSITION In general, none of the Registrant's properties are immune from the pressures of competition. There are competing properties serving the geographical areas in which each of the Registrant's properties are located. The amount of revenue generated annually from these properties is very much dependent upon national economic conditions generally and upon local economic conditions specifically, among the latter of which are the availability and demand for office space, commercial space and apartment units, as the case may be. In general, the Registrant may incur substantial costs, from time to time, at its commercial properties, in connection with either the renewal of existing leases or the marketing of vacant space to new tenants. These costs may include the costs of improving and upgrading space to be competitive, as well as the payment of brokerage commissions. 4 ITEM 2 - PROPERTIES The Registrant has an ownership interest in the following properties as of December 31, 2001: PROPERTIES INVOLVING PARTICIPATIONS DUKE REALTY LIMITED PARTNERSHIP On December 2, 1994, the Registrant's interests in three partnerships were redeemed for 50,251 partnership units in Duke Realty Limited Partnership, the operating partnership ("UPREIT") of more than 100 properties. The UPREIT's sole general partner is Duke Realty Corporation (formerly Duke Realty Investments, Inc.), a real estate investment trust ("REIT") listed on the New York Stock Exchange. The partnership units in the UPREIT are convertible, on a one-for-one basis, to shares of common stock to the REIT. The Registrant on April 15, 1997, converted 25,000 units in Duke Realty Limited Partnership to 25,000 shares of common stock of Duke Realty Corporation. The stock was sold in two blocks of 12,500 shares on June 12, 1997, and July 21, 1997, for total proceeds of $1,028,212, resulting in a gain of $794,962. On August 18, 1997, a 2-for-1 stock and unit split occurred, resulting in an additional 25,251 units of Duke Realty Limited Partnership being issued to the Registrant. The Registrant thus held 50,502 units in Duke Realty Limited Partnership at December 31, 2001. ROSEMONT 28 LIMITED PARTNERSHIP (UNIMPROVED LAND IN ORLANDO, FLORIDA) In June 1985, the Registrant invested $275,000 to obtain a 22.92% interest in Rosemont 28 Limited Partnership, which owns 11.25 acres of unimproved land held for development in Orlando, Florida. Additional investments of $482,524 have been funded to cover the Registrant's pro rata share of the costs of carrying the property and paying off the mortgage loan in full. Net cash flow and residual proceeds are required to be distributed in accordance with the partners' respective interests. M&J/GROVE LIMITED PARTNERSHIP (THE GROVE OFFICE PARK) The Grove Office Park consists of three two-story office buildings lying on six acres of land located in Wheaton, Illinois. The complex contains 105,454 square feet of prime office space with parking available for 343 cars. 5 Through December 31, 1995, the Registrant had invested a total of $931,000 to acquire 981 limited partnership units (a 23.08% interest) in M&J/Grove Limited Partnership ("M&J/Grove"), the partnership that was formed to acquire the subject property. In addition, the Registrant owns seven units (a 3.02% interest) in Wilkow/Grove Partners Limited Partnership, which has a 5.87% interest in M&J/Grove. As a Class A limited partner, the Registrant is entitled to an 8% cumulative priority claim. On July 1, 1996, the Registrant invested an additional $98,100 in M&J/Grove in connection with the purchase of 981 Call Units, increasing its interest in the investment to 27.34%. The Call Unit holders are entitled to a cumulative cash flow priority of 12% per annum. Upon sale or refinancing, the Call Unit holders will receive the first $367,500 of available net proceeds pro rata. Any proceeds remaining thereafter will be split 25% to the holders of the Call Units and 75% to the General and Class A Limited Partners. The proceeds of the M&J/Grove capital call were primarily used for a mortgage debt restructuring of the Grove Office Park. The original $8,000,000 mortgage was paid off at a discounted amount of $5,600,000 and replaced with a new first mortgage loan in the amount of $5,500,000, bearing interest at the fixed rate of 8.55% per annum for five years. In March 2001, the loan was refinanced. The property is encumbered with a mortgage loan of $6,500,000, bearing interest at 6.6875% and maturing in April 2011. The property was also encumbered by unsecured debentures of $1,000,000, which matured on May 1, 2001, and bore interest at 9% per annum, payable quarterly. The debentures were repaid in 2001. L-C OFFICE PARTNERSHIP IV (DOVER FARMS APARTMENTS) The Registrant holds a 74.92% interest in L-C Office Partnership IV, which, through two investment partnerships, has a 53.9% effective interest in M&J/Dover Limited Partnership, which owns Dover Farms Apartments, a 300 unfurnished one- and two-bedroom apartment complex located on a hilly, landscaped setting in North Royalton, Ohio. Each apartment has a washer and dryer, as well as either a patio or a terrace. Many apartments also include fireplaces, dens and lofts. In terms of common areas, the complex includes a clubhouse, pool and deck area, Jacuzzi and racquetball court. 6 The Registrant owned limited partnership interests in several partnerships whose sole asset was an interest in Lake Cook Office Development Building IV Limited Partnership, one of the investment partnerships referred to above. On December 31, 1999, the Registrant received an interest in Lake Cook Office Development Building IV Limited Partnership in liquidation of these partnerships, with the exception of TOP Investors Limited Partnership. The result of this transaction was that the Registrant now owns a direct ownership interest in Lake Cook Office Development Building IV Limited Partnership of .64%. FIRST CANDLEWICK ASSOCIATES The Registrant owns an 11.96% interest (55 units) in First Candlewick Associates, which holds multiple partnership and debenture investments. SECOND WILKOW VENTURE The Registrant owns a 4.89% interest (197 units) in Second Wilkow Venture, which holds multiple partnership and debenture investments. M&J/HOTEL INVESTORS LIMITED PARTNERSHIP On October 8, 1997, the Registrant invested $200,000 to obtain a 14.81% interest in M&J/Hotel Investors Limited Partnership, which owns a 164-room hotel in Kissimmee, Florida. The property is located three miles from the main entrance to Walt Disney World. At the time of purchase, the property was operating as the EconoLodge Maingate Central Hotel, but immediately following the closing, the property was converted to a Howard Johnson franchise. As of December 31, 2001, the investment in this property was deemed to have no liquidating value. The value of the assets of the property was less than the first mortgage loan that secures the property. As such, the Registrant's equity position was deemed worthless and written off in 2001. M&J/MID OAK LIMITED PARTNERSHIP On August 26, 1997, the Registrant invested $70,000 to obtain a 35% interest in M&J/Mid Oak Limited Partnership, which has a 9% interest in Mid Oak Plaza LLC, which owns Mid Oak Plaza Shopping Center located in Midlothian, Illinois. The property contains 77,942 net rentable square feet of retail space. There is an outparcel at the property consisting of 30,000 square feet, which is occupied by White Castle pursuant to a ground lease. The tenant owns its own building. 7 The property was acquired with a $4,558,000 mortgage bearing interest at 8.04% per annum. The term of the loan is seven years. Net cash flow and residual proceeds are required to be distributed in accordance with the limited liability company agreement. M&J/EDEN PRAIRIE LIMITED PARTNERSHIP On April 10, 1998, the Registrant invested $64,000 to obtain a 26.44% ownership in M&J/Eden Prairie Limited Partnership, which has a 10% interest in Eden Prairie LLC, which acquired a 70,689 square foot shopping center in Eden Prairie, Minnesota. On September 27, 1999, an additional investment of $76,174 was made, increasing the Registrant's ownership to 42.98%. The property was acquired with a $6,950,000 mortgage bearing interest at 7.2% per annum. The term of the loan is ten years. M&J/NCT LOUISVILLE LP On September 29, 1999, the Registrant invested $300,000 to obtain a 23.47% interest in M&J/NCT Louisville LP, which has a 10% interest in CMJ/NCT Louisville LLC. CMJ/NCT Louisville LLC is a 50% owner of NCT Louisville LLC, which was formed to acquire National City Tower, a 712,533 square foot office tower located in Louisville, Kentucky. The property was acquired with a $45,775,000 note bearing interest at 7.43% per annum and an additional note of $7,500,000 bearing interest at 7.66% per annum. The term of each note is five years. ARLINGTON LLC (ANNEX OF ARLINGTON HEIGHTS) On September 29, 1999, the Registrant converted its loan receivable of $1,226,000 to a 30.65% interest in Arlington LLC, which owns Annex of Arlington Heights, a 197,110 square foot community center located in Arlington Heights, Illinois. In addition, the Registrant posted a letter of credit in the amount of $280,000 with the mortgagee as credit enhancement in exchange for an additional 7% interest in Arlington LLC. On April 26, 2001, the Registrant invested $280,000 to release the letter of credit held by the mortgagee as credit enhancement for no additional interest in Arlington LLC. 8 The property was acquired with an $11,616,888 mortgage bearing interest at 9.65% per annum. The term of the loan is three years. M&J/Retail Limited Partnership also holds an 8.75% interest in Arlington LLC (see Page 13). M&J/PROSPECT CROSSING LIMITED PARTNERSHIP On February 24, 2000, the Registrant invested $530,000 to obtain an 11.21% interest in M&J/Prospect Crossing Limited Partnership, which owns Centre at Lake in the Hills, a shopping center located in Lake in the Hills, Illinois. M&J/Retail Limited Partnership also holds a 10.58% interest in M&J/Prospect Crossing Limited Partnership (see Page 13). M&J/CLARK STREET, LLC On August 14, 2000, the Registrant invested $577,000 to obtain a 17.48% interest in M&J/Clark Street, LLC, which has a 20.00% interest in 20 South Clark Street, LLC, which owns 20 South Clark, an office building located in Chicago, Illinois. M&J/BATTERY, LLC On May 31, 2001, the Registrant invested $300,000 to obtain a 15.79% interest in M&J/Battery, LLC, which has a 14.50% interest in 600 Battery Street, LLC, which owns 600 Battery Street, an office building in San Francisco, California. M&J/BAYFAIR 580, LLC On June 6, 2001, M&J/Retail Limited Partnership invested a total of $371,000 to obtain an 11.24% interest in M&J/Bayfair 580, LLC, which has a 99.00% interest in Bayfair 580, LLC, which owns Bayfair Mall, a shopping center in San Leandro, California. 9 PROPERTIES INVOLVING PROMISSORY NOTES RAMADA INN & SUITES, ORLANDO, FLORIDA At December 31, 2001, the Registrant has a loan receivable in the principal amount of $731,124 from Ramada Inn & Suites, a 158-unit all-suites hotel located on Westwood Drive in Orlando, Florida. The property was sold for $5,985,000 in 2001 on the installment basis. The Registrant's loan receivable is expected to be repaid over the next two years. PROPERTIES OWNED AND OPERATED BY REGISTRANT OR CONSOLIDATED SUBSIDIARIES 180 NORTH MICHIGAN, CHICAGO, ILLINOIS The leasehold estate to this commercial office building on Chicago's prestigious Michigan Avenue was acquired in 1968 at a price of $6,550,000, of which $5,250,000 comprised mortgage financing. The property was constructed in 1926 and completely renovated in 1967 at a cost in excess of $3,000,000, which included changeover to fully automatic passenger elevators, redesigned interiors and a marble exterior facade. In 1973, the Registrant acquired the fee simple estate of 18,649 square feet of land for $1,600,000. In November 1986, the leasehold and fee simple estates were merged and the property was refinanced. In July 1998, the property was refinanced. The property is encumbered with a first mortgage loan of $7,300,000 bearing interest at an annual rate of 7.13%. The loan is to be amortized over a 30-year schedule, with a balloon payment of the unpaid principal balance due on September 1, 2008. M&J/RETAIL LIMITED PARTNERSHIP The Registrant originally invested a total of $3,995,000 to obtain a 56.97% interest in M&J/Retail Limited Partnership ("M&J/Retail"). The Registrant also owns three limited partnership units (.75% interest) in Wilkow/Retail Partners Limited Partnership, which has a 5.63% interest in M&J/Retail. On July 1, 1995, the Registrant sold 300 Class A units of M&J/Retail for a total of $314,800, resulting in a gain of $137,245 and reducing its ownership in this partnership from 56.97% to 52.75%. 10 A summary of the property in which M&J/Retail owns a majority interest is as follows:

The Registrant is entitled to a cumulative cash flow priority in the amount of 9% per annum on its investment. On July 28, 1995, M&J/Retail acquired a majority interest in Northlake Tower Limited Partnership ("Tower") by contributing $1,112,677 of initial capital. Additional contributions through December 31, 1999, of $116,837 increased the total capital investment to $1,229,514. Tower owns a 17.08% share of BSRT/M&J Northlake Limited Partnership ("BSRT/M&J"), which purchased a leasehold interest in the Northlake Tower Festival Shopping Center for $16,989,000 on July 28, 1995. The purchase of this property was made subject to a $10,350,000 first mortgage loan bearing interest only at the fixed rate of 8.5% per annum for ten years. On November 18, 1997, this loan was refinanced with a first mortgage of $17,600,000 with principal and interest payments based on a 30-year amortization and an interest rate of 7.64%. A portion of the refinancing proceeds were used to make distributions to the partners of BSRT/M&J, with M&J/Retail ultimately receiving a distribution of $1,166,745. The shopping center, consisting of 303,956 square feet of improvements and five outlots, is located in Atlanta, Georgia. On October 27, 1995, M&J/Retail invested a total of $297,000 to acquire a 46.41% interest in M&J/Crossroads Limited Partnership ("M&J/Crossroads"). M&J/Crossroads purchased a 330,505 square foot shopping center known as Crossroads of Roseville for $19,250,000, subject to a $19,550,000 first mortgage loan. This loan was subsequently refinanced in 1997 and replaced with a $16,722,960 mortgage loan bearing interest at 7.23% and maturing in January 2008. The center is located on 19.9 acres of land in Roseville, Minnesota. As a result of a refinancing of the first mortgage loan on December 31, 1997, M&J/Retail received a distribution on January 10, 1998, of $501,065. 11 In 1998, M&J/Retail invested $415,000 to acquire a 70.90% investment in M&J/Clarkfair Limited Partnership, which has a 9% interest in Clarkfair LLC. Clarkfair LLC is the sole owner of two limited liability companies, namely Marketfair North LLC and Shops at Clark's Pond LLC, which were formed to acquire the following described properties: ~~Marketfair North - a 136,989 square foot shopping center in Clay, New York Shops at Clark's Pond - a 208,325 square foot shopping center in South Portland, Maine~~

In addition to the above cash contributions, M&J/Retail has posted two letters of credit totaling $500,000 as additional collateral with the mortgagee of Marketfair North. These letters of credit, which expire on March 16, 2002, renew automatically until the underlying obligations are satisfied. The general partner of M&J/Clarkfair Limited Partnership has indemnified M&J/Retail for 10%, or $50,000, of these letters of credit. In the event that the mortgagee is entitled to liquidate the letters of credit, M&J/Retail will be required to fund $450,000 of the obligation. At that time, M&J/Retail's interest in M&J/Clarkfair Limited Partnership will increase from 70.9% to 79.72%. On May 31, 2000, Clarkfair LLC distributed to its members its interest in Shops at Clark's Pond LLC, leaving only an investment in Marketfair North LLC. As a result of this transaction, M&J/Clarkfair Limited Partnership received a 33.50% interest in Shops at Clark's Pond LLC. M&J/Retail also invested $1,133,750 to obtain a 53.13% interest in Fulcrum, LLC, which has a 65.65% interest in Shops at Clark's Pond LLC. 12 On September 29, 1999, M&J/Retail invested a total of $350,000 to obtain an 8.75% interest in Arlington LLC, which owns Annex of Arlington Heights, a 197,110 square foot community center located in Arlington Heights, Illinois. The property was acquired with an $11,616,888 mortgage bearing interest at 9.65% per annum. The term of the loan is three years. The Registrant also holds a 37.65% interest in Arlington LLC (see Page 9). On February 24, 2000, M&J/Retail invested $500,000 to obtain a 10.58% interest in M&J/Prospect Crossing Limited Partnership, which owns Centre at Lake in the Hills, a shopping center located in Lake in the Hills, Illinois. On April 10, 2000, M&J/Retail invested $243,000 to obtain a 26.01% interest in Yorkshire Plaza Investors, LLC, which has a 20.00% interest in Yorkshire LLC, which owns Yorkshire Plaza, a shopping center located in Aurora, Illinois. On June 6, 2001, M&J/Retail invested a total of $371,000 to obtain an 11.24% interest in M&J/Bayfair 580, LLC, which has a 99.00% interest in Bayfair 580, LLC, which owns Bayfair Mall, a shopping center located in San Leandro, California. On September 13, 2001, a property owned by M&J/Retail Limited Partnership, Archer and Central, was sold for $2,817,500, resulting in net cash proceeds of $492,175 after satisfaction of the outstanding mortgage loan. The transaction created a gain on sale of $726,593. On September 18, 2001, a property owned by M&J/Retail Limited Partnership, Oak Lawn Square, was sold for $1,450,000, resulting in net cash proceeds of $480,811 after satisfaction of the outstanding mortgage loan. The transaction created a gain on sale of $264,847. M&J/SHERIDAN LIMITED PARTNERSHIP (HIGHLAND PARK PROFESSIONAL BUILDING) In April 1988, the Registrant invested $2,500,000 to obtain an 89.286% interest in M&J/Sheridan Limited Partnership, which owns a 22,523 square foot office building located at 1893 Sheridan Road in Highland Park, Illinois. On July 31, 2001, the Highland Park Professional Building was sold for $2,375,000, resulting in net cash proceeds of $909,134 after satisfaction of the outstanding mortgage loan. 13 NAPERVILLE OFFICE COURT, NAPERVILLE, ILLINOIS In August 1986, pursuant to the terms of an exchange agreement, the Registrant acquired the Naperville Office Court for $4,830,000. On April 6, 1988, the Registrant procured a $3,000,000 first mortgage loan on the property which bears interest at the rate of 9.75% per annum and was due in May 1998. During 1993, the Registrant exercised an option to adjust the interest rate to 8.875%. On June 8, 1998, the property was refinanced. The principal amount of the new first mortgage loan is $4,500,000 bearing interest at an annual rate of 7.13%. The loan is to be amortized over a 30-year schedule, with a balloon payment of the unpaid principal balance due on August 1, 2008. The existing mortgage loan of $2,690,185 was paid off, resulting in net refinancing proceeds of $1,642,123. Naperville Office Court is located at 1801 - 1813 Mill Street in Naperville, Illinois. Consisting of four single-story office buildings, the property rests on 5.5 acres, contains 66,405 net rentable square feet and provides parking space for 300 automobiles. WATERFALL PLAZA, ORLAND PARK, ILLINOIS In March 1993, the Registrant acquired 100% ownership in the Waterfall Plaza in exchange for its interest in the 2101 Commercial Office Building. On July 31, 2001, Waterfall Plaza was sold for $1,800,000, resulting in no cash proceeds after satisfaction of the outstanding mortgage loan. The transaction created a gain on sale of $115,675. 209 WEST JACKSON, CHICAGO, ILLINOIS On August 24, 1995, the Registrant acquired a 59.44% undivided interest in 209 West Jackson, a 142,996 square foot office building located in downtown Chicago, in exchange for its 57.67% undivided interest in Tango Bay Suites (Tango Bay Suites is now Ramada Inn & Suites). As part of this transaction, Ramada Inn & Suites remains liable to the Registrant for loans advanced to fund operating deficits. The 209 West Jackson building was subject to a first mortgage of $10,000,000 and an additional $5,661,000 note secured by the first mortgage, both interest only at General Electric Capital Corporation's commercial paper rate plus 3.25% per annum. 14 On October 22, 1999, both the ownership and the debt were restructured. The Registrant and its tenants in common rolled up their interests into a new limited liability company, 209 West Jackson LLC. In addition to the interest, each cotenant was responsible for a capital infusion, of which the Registrant's share was $710,000, to obtain a 71% interest in the newly formed 209 West Jackson LLC. The Registrant is also responsible for additional equity contributions of $852,000, payable in three equal installments on the anniversary date of the closing. Through a partial paydown of the principal balance and approximately $5,000,000 of debt forgiveness by the property's lender, General Electric Capital Corporation, the property's debt was reduced to $10,000,000 and separated into two notes. The first note is for $8,600,000, and the second note, a line of credit, is for $1,400,000. Funds in the amount of $804,588 have been drawn on the second note as of December 31, 2001. The first note matures on October 15, 2004, and bears interest at 8.95% per annum, payable monthly. The second note also matures on October 15, 2004, but bears interest at a variable rate. 15 ITEM 3 - LEGAL PROCEEDINGS Legal proceedings pending involve either suits which have been instituted by the Registrant or its agents against tenants who are in default of their lease obligations or the defense of alleged personal injury claims incidental to the operation of properties accessible to the general public. All of the personal injury claims are covered by insurance. It is not anticipated that the outcome of any of these proceedings, if unfavorable to the Registrant, will have a materially adverse impact on the Registrant. ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None 16 PART II ITEM 5 - MARKET FOR REGISTRANT'S CAPITAL UNITS AND RELATED SECURITY HOLDER MATTERS The number of holders of record of equity securities of the Registrant as of December 31, 2001, was approximately:

The Registrant's units of limited partnership interest are not actively traded in a regulated market. The restrictions on the sale, transfer, assignment or pledge of partnership units are described in the Agreement of Limited Partnership of the Registrant as amended. 17 ITEM 6 - SELECTED FINANCIAL DATA

* Includes gain (loss) on sale of real estate properties

18 ITEM 7 - MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS - 2001 COMPARED TO 2000 For the year ended December 31, 2001, the income from partnerships was $101,498 compared to a loss of $5,883 for the comparative period of 2000. The increase in 2001 is due to income from investments that generated losses in 2000, primarily M&J/Grove Limited Partnership and Fulcrum, LLC. For the year ended December 31, 2001, the Registrant loaned to an investment partnership in which it has a substantial equity interest the following amounts:

The Registrant made a distribution to its partners this year as follows: Date Amount Per Unit ---- ------------- ---------- January 10 $ 128,187 $ 0.75 April 10 683,664 4.00 July 10 170,916 1.00 October 5 170,916 1.00 On April 26, 2001, the Registrant invested $280,000 to release the letter of credit held by the mortgagee as credit enhancement for no additional interest in Arlington LLC. On May 31, 2001, the Registrant invested $300,000 to obtain a 15.79% interest in M&J/Battery, LLC, which has a 14.50% interest in 600 Battery Street, LLC, which owns 600 Battery Street, an office building in San Francisco, California. On June 6, 2001, M&J/Retail Limited Partnership invested a total of $371,000 to obtain an 11.24% interest in M&J/Bayfair 580, LLC, which has a 99.00% interest in Bayfair 580, LLC, which owns Bayfair Mall, a shopping center located in San Leandro, California. On July 31, 2001, Waterfall Plaza was sold for $1,800,000, resulting in no cash proceeds after satisfaction of the outstanding mortgage loan. The transaction created a gain on sale of $115,675. On July 31, 2001, the Highland Park Professional Building was sold for $2,375,000, resulting in net cash proceeds of $909,134 after satisfaction of the outstanding mortgage loan. The transaction netted a loss on sale of $293,182. The Registrant had an 89.286% interest in M&J/Sheridan Limited Partnership, which owned the building. On September 13, 2001, a property owned by M&J/Retail Limited Partnership, Archer and Central, was sold for $2,817,500, resulting in net cash proceeds of $492,175 after satisfaction of the outstanding mortgage loan. The transaction created a gain on sale of $726,593. On September 18, 2001, a property owned by M&J/Retail Limited Partnership, Oak Lawn Square, was sold for $1,450,000, resulting in net cash proceeds of $480,811 after satisfaction of the outstanding mortgage loan. The transaction created a gain on sale of $264,847. 19 RESULTS OF OPERATIONS - 2000 COMPARED TO 1999 For the year ended December 31, 2000, the loss from partnerships was $5,883 compared to income of $781,850 for the comparative period of 1999. The decrease in 2000 is primarily due to gains on the disposition of 21st M&J Venture, Orhow Associates and XXI Office Plaza Associates that occurred during 1999. For the year ended December 31, 2000, the Registrant loaned to an investment partnership in which it has a substantial equity interest the following amounts:

The Registrant made a distribution to its partners this year as follows: Date Amount Per Unit ---- ------------- ---------- January 10 $ 85,458 $ 0.50 April 10 341,832 2.00 July 6 128,187 0.75 October 5 128,187 0.75 On February 24, 2000, the Registrant invested $530,000 to obtain an 11.21% interest in M&J/Prospect Crossing Limited Partnership, which owns Centre at Lake in the Hills, a shopping center located in Lake in the Hills, Illinois. On February 24, 2000, M&J/Retail Limited Partnership invested $500,000 to obtain a 10.58% interest in M&J/ Prospect Crossing Limited Partnership, which owns Centre at Lake in the Hills, a shopping center located in Lake in the Hills, Illinois. On April 10, 2000, M&J/Retail Limited Partnership invested $243,000 to obtain a 26.01% interest in Yorkshire Plaza Investors, LLC, which has a 20.00% interest in Yorkshire LLC, which owns Yorkshire Plaza, a shopping center located in Aurora, Illinois. On May 25, 2000, a property owned by M&J/Retail Limited Partnership, Melrose and Kimball, was sold for $1,250,000, resulting in net cash proceeds of $175,589 after satisfaction of the outstanding mortgage obligation. The transaction netted a gain on sale of $50,836. On May 26, 2000, a property owned by M&J/Retail Limited Partnership, Irving and Kimball, was sold for $1,875,000, resulting in net cash proceeds of $445,822 after satisfaction of the outstanding mortgage obligation. The transaction netted a gain on sale of $318,533. On May 31, 2000, M&J/Retail Limited Partnership invested $1,133,750 to obtain a 53.13% interest in Fulcrum, LLC, which has a 65.65% interest in Shops at Clark's Pond LLC, which owns a shopping center in Portland, Maine. 20 On August 11, 2000, a property owned by M&J/Retail Limited Partnership, Broadway Festival, was sold for $3,713,750, resulting in net cash proceeds of $929,567 after satisfaction of the outstanding mortgage obligation. The transaction netted a gain on sale of $1,110,976. On August 14, 2000, the Registrant invested $577,000 to obtain a 17.48% interest in M&J/Clark Street, LLC, which has a 20.00% interest in 20 South Clark Street, LLC, which owns 20 South Clark, an office building located in Chicago, Illinois. On September 15, 2000, a property owned by M&J/Retail Limited Partnership, Diversey and Sheffield, was sold for $2,375,000, resulting in net cash proceeds of $947,509 after satisfaction of the outstanding mortgage obligation. The transaction netted a gain on sale of $686,559. On November 17, 2000, a property owned by M&J/Retail Limited Partnership, Oak Lawn Promenade, was sold for $4,250,000, resulting in net cash proceeds of $1,234,331 after satisfaction of the outstanding mortgage obligation. The transaction netted a gain on sale of $899,262. On December 11, 2000, a property owned by M&J/Retail Limited Partnership, Harlem and North shopping center, was sold for $3,800,000, resulting in net cash proceeds of $1,011,663 after satisfaction of the outstanding mortgage obligation. The transaction netted a gain on sale of $874,143. 21 RESULTS OF OPERATIONS - 1999 COMPARED TO 1998 For the year ended December 31, 1999, income from partnerships was $781,850 compared to $518,297 for the comparative period of 1998. The increase in 1999 is primarily due to gains on the disposition of 21st M&J Venture, Orhow Associates and XXI Office Plaza Associates. For the year ended December 31, 1999, the Registrant loaned to investment partnerships in which it has substantial equity interests the following amounts:

The Registrant made a distribution to its partners this year as follows: Date Amount Per Unit ---- ------------- ---------- January 10 $ 59,820 $ 0.35 April 10 341,832 2.00 July 10 85,458 0.50 October 5 85,459 0.50 On January 6, 1999, loans were made to Orhow Associates, Cenbuil Venture and 21st M&J Venture in the amounts of $315,785, $274,000 and $413,740, respectively. On September 13, 1999, the loans were repaid plus interest of $18,710, $16,235 and $24,514, respectively. On January 6, 1999, the Registrant made an additional investment in XXI Office Plaza Associates in the amount of $359,625 which was returned on September 17, 1999. On April 9 and July 12, 1999, the Registrant received a 9% return on this investment equal to $5,394 and $8,092, respectively. On February 10 and March 31, 1999, additional loans were made to Arlington LLC for the purchase of land parcels in the amount of $365,107 and $178,175, respectively. On April 2, 1999, a loan receivable from Arlington LLC was paid down by $89,487. On May 3, 1999, an additional loan was made to Arlington LLC for the purchase of land parcels in the amount of $100,000. On September 29, 1999, the loan to Arlington LLC of $1,554,911 was repaid and an equity investment was made for $1,226,000. On March 31, 1999, the mortgage debt encumbering a property owned by M&J/Retail Limited Partnership, Diversey and Sheffield, in the amount of $1,805,685 was paid in full. A new first mortgage loan of $1,300,000 bearing an annual interest rate of 7.95% was provided by Column Financial on April 12, 1999. 22 On April 1, 1999, an outlot parcel on a property owned by M&J/Retail Limited Partnership, Broadway Festival, consisting of 6,000 square feet was sold for a net gain on sale of $26,391, classified as other revenue on the consolidated statement of operations. The mortgage debt encumbering another property owned by M&J/Retail Limited Partnership, 111th and Western, in the amount of $545,823 was paid in full on April 1, 1999. On April 6, 1999, a portion of a property owned by M&J/Retail Limited Partnership, Diversey and Sheffield, consisting of 3,355 square feet was sold for a net gain on sale of $199,205, classified as other revenue on the consolidated statement of operations. On April 14, 1999, a property owned by M&J/Retail Limited Partnership, Oak Lawn Square shopping center in Oak Lawn, Illinois, was refinanced with Banc One Mortgage. The principal of the new first mortgage loan is $900,000 bearing interest at an annual rate of 8.03%. The existing mortgage loan of $683,821 was paid off, resulting in net refinancing proceeds of $185,425. On June 29, 1999, a loan was made to M&J/NCT Louisville LP in the amount of $1,150,000 for the purchase of a 40-story, 723,300 square foot Class A office building located in Louisville, Kentucky. On September 29, 1999, the loan of $1,150,000 was repaid and an equity investment was made in M&J/NCT Louisville LP for $300,000. On July 29, 1999, the property owned by the Registrant at 47th and Halsted was sold for net cash proceeds of $3,192,169, resulting in a gain on sale of $2,762,292, classified as other revenue on the consolidated statement of operations. On the same date, the notes payable in the amount of $1,455,000 and $600,000 were paid off in full. On September 17, 1999, the investments in 21st M&J Venture and Orhow Associates were returned in the amount of $95,000 and $66,500, respectively, resulting in a loss on investment of $4,900 and $3,500, respectively. On September 17, 1999, the Registrant disposed of its interest in XXI Office Plaza Associates for $997,500, resulting in a gain on investment of $561,557, which is classified as partnership investments' income on the consolidated statement of operations. On September 29, 1999, the Registrant invested $300,000 to obtain a 23.72% interest in M&J/NCT Louisville LP, which has a 10% interest in CMJ/NCT Louisville LLC. CMJ/NCT Louisville LLC is a 50% owner of NCT Louisville LLC, which was formed to acquire National City Tower, a 712,533 square foot office tower located in Louisville, Kentucky. On September 29, 1999, the Registrant converted its loan receivable of $1,226,000 to a 30.65% interest in Arlington LLC, which owns Annex of Arlington Heights, a 153,873 square foot community center. In addition to the community center, Arlington LLC owns 4.82 acres of contiguous land that will be used to add 53,342 square feet of new retail space. Both the community center and the land are located in Arlington Heights, Illinois. On September 29, 1999, M&J/Retail Limited Partnership invested a total of $350,000 to obtain an 8.75% interest in Arlington LLC. On October 22, 1999, the Registrant contributed its undivided interest in the 209 West Jackson office building and $710,000 to obtain a 71% interest in 209 West Jackson LLC. On December 1, 1999, the property owned by M&J/Retail Limited Partnership, 111th and Western, was sold for net cash proceeds of $741,000, resulting in a gain on sale of $94,413, classified as other revenue on the consolidated statement of operations. 23 LIQUIDITY AND CAPITAL RESOURCES On January 20, 1995, the Registrant entered into a revolving credit facility with the LaSalle National Bank. The facility, due August 31, 2002, pays interest at the prime rate. Maximum borrowings under the facility agreement are the lesser of $675,000 or 80% of the fair market value of the Registrant's investment in Duke Realty Limited Partnership (see Item 2). Borrowings under the facility agreement are secured by the partnership units of Duke Realty Limited Partnership owned by the Registrant. As of December 31, 2001, no amounts are outstanding under this facility. The liquid assets of the Registrant decreased as of December 31, 2001, when compared to December 31, 2000, due to asset purchases and partner distributions. The general partners currently believe that the amount of working capital reserves, when considered with the Registrant's projected cash flows from operations in 2002 and borrowings under the revolving credit facility, will be sufficient to cover any normal cash or liquidity requirements which may be reasonably foreseen. 24 ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

25 INDEPENDENT AUDITOR'S REPORT To the Partners First Wilkow Venture We have audited the consolidated financial statements of First Wilkow Venture (the "Partnership") listed in the index to the consolidated financial statements set forth on Page 25. Our audits also included the financial statement schedules listed in the index at Item 14 on Page 59. These consolidated financial statements and financial statement schedules are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with U.S. generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of First Wilkow Venture and its subsidiaries as of December 31, 2001 and 2000, and the results of their operations, changes in partners' capital and cash flows for the years ended December 31, 2001, 2000 and 1999, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, such financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly, in all material respects, the information set forth therein. PHILIP ROOTBERG & COMPANY, LLP Chicago, Illinois February 8, 2002 26 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) CONSOLIDATED BALANCE SHEET

See accompanying notes to consolidated financial statements 27 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) CONSOLIDATED STATEMENT OF OPERATIONS

See accompanying notes to consolidated financial statements 28 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL

See accompanying notes to consolidated financial statements 29 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) CONSOLIDATED STATEMENT OF CASH FLOWS

See accompanying notes to consolidated financial statements 30 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) CONSOLIDATED STATEMENT OF CASH FLOWS - Continued

See accompanying notes to consolidated financial statements 31 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 1 - NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES First Wilkow Venture (the "Partnership") owns outright or has participatory ownership interests in real property located throughout the United States for investment purposes. A summary of the principal accounting policies followed by the Partnership is set forth as follows: The financial statements include the accounts of all entities in which the Partnership owns fifty percent or more and maintains effective control. Investments in entities in which ownership interests are less than fifty percent and the Partnership exercises significant influence over operating and financial policies are accounted for on the equity method. Other investments are accounted for on the cost method. Intercompany accounts and transactions between consolidated entities have been eliminated in consolidation. For purposes of the consolidated statement of cash flows, the Partnership considers certificates of deposit with a maturity of three months or less to be cash equivalents. Certain Partnership deposits at LaSalle National Bank and Bank One are in excess of the amount insured by the Federal Deposit Insurance Corporation and are, therefore, considered a concentration of credit risk. Rental income is derived from leasing to lessees (under operating leases) various types of real estate owned by the Partnership. Investments in real estate partnerships are reported using either the cost or equity methods of accounting. Under the equity method, the cost of these investments is reduced by a pro rata share of net losses and drawings and increased by a pro rata share of net income of the investee. Under the cost method, income is reported as draws are received. Land, buildings and improvements are carried at cost. Major additions and betterments are charged to the property accounts; maintenance and repairs which do not improve or extend the life of the respective assets are charged to expense as incurred. When assets are sold or retired, the cost and accumulated depreciation are removed from the accounts, and any gain or loss is recognized. Depreciation on buildings, improvements, furniture and equipment is computed using the straight-line and accelerated methods based on the estimated useful lives of the assets. The assets of the Partnership are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. An asset is considered to be impaired when the estimated future undiscounted operating income is less than its carrying value. To the extent an impairment has occurred, the excess of carrying value of the asset over its estimated fair value will be charged to income. Deferred charges represent real estate acquisition costs, deferred broker commissions and mortgage financing costs. These costs are being amortized using the straight-line method over lives ranging from 1 to 40 years. 32 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 There is no provision for federal income taxes as the partners report their share of the Partnership's net income or loss in their individual income tax returns. Deferred state income taxes are provided on certain real estate sales that are taxable to the Partnership which are being reported on an installment or tax free exchange basis for income tax purposes. Reclassification - Certain amounts for 2000 have been reclassified to conform with the presentation for 2001. Use of Estimates - The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. 2 - DEPRECIATION Depreciation is based on the method and estimated useful life of the respective assets as follows:

33 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 3 - INVESTMENTS IN PARTNERSHIPS A summary of the income or loss from partnership investments included in the accompanying consolidated statement of operations on the equity method of accounting, unless otherwise indicated, is as follows:

(a) Income recognized under the cost method. (b) Includes loss on disposition of investment. (c) Includes gain on disposition of investment. (d) Includes provision for loss in book value. 34 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 The following is a summary of financial position and results of operations of the properties in which the Partnership has an equity partnership interest. The following schedule has been prepared from financial information provided by these partnerships as of their calendar year ends. YEAR ENDED DECEMBER 31, 2001:

(a) Based upon unaudited financial statements. 35 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999

(a) Based upon unaudited financial statements. 36 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 YEAR ENDED DECEMBER 31, 2000:

(a) Based upon unaudited financial statements. 37 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999

(a) Based upon unaudited financial statements. 38 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 YEAR ENDED DECEMBER 31, 1999:

(a) Based upon unaudited financial statements. 39 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999

(a) Based upon unaudited financial statements. 40 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 M&J/Westwood Limited Partnership In December 1986, the Partnership invested $517,000 to obtain an 18.52% interest in M&J/Westwood Limited Partnership, which owns 48% of The Villas at Monterey Limited Partnership, which owns a 145-unit all suites hotel and corporate rental project in Orlando, Florida, known as Tango Bay Suites Resort (Tango Bay Suites Resort is now Ramada Inn & Suites). On December 31, 1993, the Partnership acquired an additional 2.19% interest in M&J/Westwood Limited Partnership. In March 1993, the Partnership acquired a 63.64% undivided interest in Ramada Inn & Suites pursuant to an exchange for an ownership interest in a similar property. The Villas at Monterey Limited Partnership retained the remaining 36.36% interest. In November 1993, the Partnership sold a 5.98% undivided interest in Ramada Inn & Suites to an unrelated party for a relative proportion of the debt, recognizing a gain of $53,231 on the disposition. The Partnership exchanged its interest in Ramada Inn & Suites for an undivided interest in the 209 West Jackson building effective June 30, 1995. The Partnership also has a loan receivable of $731,124 at December 31, 2001, from Ramada Inn & Suites (see Note 4). The property was sold in 2001 on the installment basis for $5,985,000. The Partnership's loan receivable is expected to be repaid over the next two years. Duke Realty Limited Partnership On December 2, 1994, the Partnership redeemed its interest in three partnerships for a direct ownership in an operating partnership, Duke Realty Limited Partnership (the "UPREIT"), the sole general partner of which is Duke Realty Corporation (formerly Duke Realty Investments, Inc.), a real estate investment trust ("REIT") listed on the New York Stock Exchange. The redemption resulted in the Partnership owning 50,251 partnership units in the UPREIT, which are convertible on a one-for-one basis to shares of common stock of the REIT. The Partnership's limited partner units are currently pledged as collateral for a revolving credit facility with LaSalle National Bank (see Note 10). On April 15, 1997, the Partnership converted 25,000 units in Duke Realty Limited Partnership to 25,000 shares of common stock of Duke Realty Corporation. On June 12, 1997, 12,500 shares were sold for $500,044, resulting in a gain of $383,419. On July 21, 1997, the remaining 12,500 shares were sold for $528,168, resulting in a gain of $411,543. On August 18, 1997, a 2-for-1 stock and unit split occurred, resulting in an additional 25,251 units of Duke Realty Limited Partnership being issued to the Partnership. The Partnership thus held 50,502 units in Duke Realty Limited Partnership at December 31, 2001. 41 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 Rosemont 28 Limited Partnership The Partnership has invested a total of $757,524 to obtain a 22.92% interest in Rosemont 28 Limited Partnership, which owns 11.25 acres of land held for development in Orlando, Florida. Net cash flow and residual proceeds are distributed in accordance with the partners' respective interests. XXI Office Plaza Associates In February 1981, the Partnership invested $525,000 to obtain a 13.91% interest in XXI Office Plaza Associates, which owns an office plaza in Germantown, Maryland. In addition to the investment, the Partnership had a note receivable of $27,814 from XXI Office Plaza Associates. The note was repaid on August 10, 1999. On January 6, 1999, a repayment of the first mortgage occurred. The payment of the outstanding balance of $1,902,315 along with a prepayment premium of $19,023 and contingent interest of $611,855 was facilitated by a $2,585,875 capital call to the partners. The Partnership's share of the capital call was $359,625. On August 10, 1999, the Partnership received its share of the capital call. On September 17, 1999, the Partnership received an additional $997,500, resulting in a gain on disposition of the investment of $561,557. M&J/Grove Limited Partnership The Partnership had invested a total of $931,000 to obtain a 21.91% interest in M&J/Grove Limited Partnership ("M&J/Grove"), which owns an office complex in Wheaton, Illinois. As a Class A limited partner, the Partnership is entitled to a cumulative cash priority of 8%. On December 31, 1993, the Partnership acquired an additional 1.17% interest in M&J/Grove. On July 1, 1996, the Partnership invested an additional $98,100 in M&J/Grove in connection with the purchase of 981 Call Units, increasing its interest in this investment to 27.34%. The Call Unit holders are entitled to a cumulative cash flow priority of 12% per annum. Upon sale or refinancing, the Call Unit holders will receive the first $367,500 of available proceeds. Any proceeds remaining thereafter will be split 25% to the holders of the Call Units and 75% to the General and Class A Limited Partners. The proceeds of the M&J/Grove capital call were primarily used for a mortgage debt restructuring of the Grove Office Park. The original $8,000,000 mortgage was paid off at a discounted amount of $5,600,000 and replaced with a new first mortgage loan in the amount of $5,500,000, bearing interest at the fixed rate of 8.55% per annum for five years. In March 2001, the loan was refinanced. The property is encumbered with a mortgage loan of $6,500,000, bearing interest at 6.6875% and maturing in April 2011. The property was also encumbered by unsecured debentures of $1,000,000, which matured on May 1, 2001, and bore interest at 9% per annum, payable quarterly. The debentures were repaid in 2001. 42 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 L-C Office Partnership IV Prior to December 31, 1993, the Partnership had a 73.34% ownership interest in L-C Office Partnership IV Limited Partnership ("L-C Office Partnership IV"), which holds a 94% interest in Lake Cook Office Development - Building Four Limited Partnership ("Lake-Cook IV"), which has a 57.915% interest in DFA Limited Partnership, which has a 99% interest in M&J/Dover Limited Partnership, which owns Dover Farms Apartments, a 300-unit apartment complex located in a suburb of Cleveland, Ohio. On December 31, 1993, the Partnership acquired an additional 1.35% interest in L-C Office Partnership IV. On January 1, 1994, the Partnership acquired a 0.4906% interest in Lake Cook Office Development - Building Four Limited Partnership. In addition to the investment, the Partnership has notes receivable of $15,091, $71,872 and $87,600 from Lake Cook Office Development - Building Four Limited Partnership, L-C Office Partnership IV and M&J/Dover Limited Partnership, respectively. The Partnership contributed an additional $175,097 in 1997 and $60,379 in 1998 to maintain its 74.69% interest in L-C Office Partnership IV. M&J/Hotel Investors Limited Partnership On October 8, 1997, the Partnership invested $200,000 to obtain a 14.81% interest in M&J/Hotel Investors Limited Partnership, which owns a 164-room hotel in Kissimmee, Florida. At the time of purchase, the property was operating as the EconoLodge Maingate Central Hotel, but immediately following the closing, the property was converted to a Howard Johnson franchise. As of December 31, 2001, the investment in this property was deemed to have no liquidating value. The value of the assets of the property was less than the first mortgage loan that secures the property. As such, the Partnership's equity position was deemed worthless and written off in 2001. M&J/Mid Oak Limited Partnership On August 26, 1997, the Partnership invested $70,000 to obtain a 35% interest in M&J/Mid Oak Limited Partnership, which has a 9% interest in Mid Oak Plaza LLC, which owns Mid Oak Plaza Shopping Center located in Midlothian, Illinois. The property contains 77,942 net rentable square feet of retail space. There is an outparcel at the property consisting of 30,000 square feet, which is occupied by White Castle pursuant to a ground lease. The tenant owns its own building. The property was acquired with a $4,558,000 mortgage bearing interest at 8.04% per annum. The term of the loan is seven years. Net cash flow and residual proceeds are required to be distributed in accordance with the limited liability company agreement. M&J/Eden Prairie Limited Partnership On April 10, 1998, the Partnership invested $64,000 to obtain a 26.44% ownership in M&J/Eden Prairie Limited Partnership, which has a 10% interest in Eden Prairie LLC, which acquired a 70,689 square foot shopping center in Eden Prairie, Minnesota. On September 27, 1999, an additional investment of $76,174 was made, increasing the Partnership's interest to 42.98%. 43 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 M&J/NCT Louisville LP On September 29, 1999, the Partnership invested $300,000 to obtain a 23.47% interest in M&J/NCT Louisville LP, which has a 10% interest in CMJ/NCT Louisville LLC. CMJ/NCT Louisville LLC is a 50% owner of NCT Louisville LLC, which was formed to acquire National City Tower, a 712,533 square foot office tower located in Louisville, Kentucky. Arlington LLC On September 29, 1999, the Partnership converted its loan receivable of $1,226,000 to a 30.65% interest in Arlington LLC, which owns Annex of Arlington Heights, a 197,110 square foot community center located in Arlington Heights, Illinois. In addition, the Partnership posted a letter of credit in the amount of $280,000 with the mortgagee as credit enhancement in exchange for an additional 7% interest in Arlington LLC. The Partnership also has a non-interest-bearing unsecured loan payable to Arlington LLC in the amount of $11,027 at December 31, 2001 and 2000. On April 26, 2001, the Partnership invested $280,000 to release the letter of credit held by the mortgagee as credit enhancement for no additional interest in Arlington LLC. M&J/Prospect Crossing Limited Partnership On February 24, 2000, the Partnership invested $530,000 to obtain an 11.21% interest in M&J/Prospect Crossing Limited Partnership, which owns Centre at Lake in the Hills, a shopping center located in Lake in the Hills, Illinois. M&J/Retail Limited Partnership also holds a 10.58% interest in M&J/Prospect Crossing Limited Partnership (see Page 47). M&J/Clark Street, LLC On August 14, 2000, the Partnership invested $577,000 to obtain a 17.48% interest in M&J/Clark Street, LLC, which has a 20.00% interest in 20 South Clark Street, LLC, which owns 20 South Clark, an office building located in Chicago, Illinois. M&J/Battery, LLC On May 31, 2001, the Partnership invested $300,000 to obtain a 15.79% interest in M&J/Battery, LLC, which has a 14.50% interest in 600 Battery Street, LLC, which owns 600 Battery Street, an office building in San Francisco, California. 44 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 M&J/Bayfair 580, LLC On June 6, 2001, M&J/Retail Limited Partnership invested a total of $371,000 to obtain an 11.24% interest in M&J/Bayfair 580, LLC, which has a 99.00% interest in Bayfair 580, LLC, which owns Bayfair Mall, a shopping center located in San Leandro, California. CONSOLIDATED PARTNERSHIPS M&J/Sheridan Limited Partnership During 1988, the Partnership invested $2,500,000 to obtain an 89.29% interest in M&J/Sheridan Limited Partnership, which owns a 22,523 square foot office building in Highland Park, Illinois. The property was sold on July 31, 2001, resulting in a loss of $293,182. The financial position and results of operations at December 31, 2001, are included in the accompanying consolidated financial statements. 209 West Jackson LLC On August 24, 1995, the Partnership acquired a 59.44% undivided interest in 209 West Jackson, a 142,996 square foot office building located in downtown Chicago, in exchange for its 57.67% undivided interest in Tango Bay Suites Resort (Tango Bay Suites Resort is now Ramada Inn & Suites). As part of this transaction, Ramada Inn & Suites remains liable to the Partnership for loans advanced to fund operating deficits. The 209 West Jackson building was subject to a first mortgage of $10,000,000 and an additional $5,661,000 note secured by the first mortgage, both interest only at General Electric Capital Corporation's commercial paper rate plus 3.25% per annum. On October 22, 1999, both the ownership and the debt were restructured. The Partnership and its tenants in common rolled up their interests into a new limited liability company, 209 West Jackson LLC. In addition to the interest, each cotenant was responsible for a capital infusion, of which the Partnership's share was $710,000, to obtain a 71% interest in the newly formed 209 West Jackson LLC. The Partnership is also responsible for additional equity contributions of $852,000, payable in three equal installments on the anniversary date of the closing. Through a partial paydown of the principal balance and approximately $5,000,000 of debt forgiveness by the property's lender, General Electric Capital Corporation, the property's debt was reduced to $10,000,000 and separated into two notes. The first note is for $8,600,000, and the second note, an unfunded line of credit, is for $1,400,000. Funds in the amount of $804,588 have been drawn on the second note as of December 31, 2001. The financial position and results of operations at December 31, 2001, are included in the accompanying consolidated financial statements. 45 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 M&J/Retail Limited Partnership The Partnership had invested a total of $3,995,000 to obtain a 56.27% limited partnership interest in M&J/Retail Limited Partnership ("M&J/Retail"), which owns a majority interest in one strip shopping center in the metropolitan Chicago area and four partnership interests. The Partnership is entitled to a 9% cumulative cash flow priority on invested capital. On December 31, 1993, the Partnership acquired an additional 0.70% interest in M&J/Retail. On July 1, 1995, the Partnership sold 4.22% of its limited partnership interest in M&J/Retail to an unrelated party for $314,800 and recognized a gain of $137,245. During 1988, the Partnership invested $3,110,000 to obtain a 99% interest in M&J/Harlem Mortgage Limited Partnership. On December 31, 1993, the Partnership sold its 99% interest in M&J/Harlem Mortgage Limited Partnership to M&J/Retail for $3,150,000. On July 28, 1995, M&J/Retail acquired a majority interest in Northlake Tower Limited Partnership ("Tower"), contributing $1,112,667 of initial capital. Additional contributions of $116,837 were made through December 31, 1997, increasing the total capital investment to $1,229,514. Tower owns a 17.08% share of BSRT/M&J Northlake Limited Partnership ("BSRT/M&J"), which purchased a leasehold interest in the Northlake Tower Festival Shopping Center for $16,989,000 on July 28, 1995. The purchase of this property was made subject to a $10,350,000 first mortgage loan bearing interest only at the fixed rate of 8.5% per annum for ten years. On November 18, 1997, this loan was refinanced with a first mortgage of $17,600,000 with principal and interest payments based on a 30-year amortization and an interest rate of 7.64%. A portion of the refinancing proceeds were used to make distributions to the partners of BSRT/ M&J, with M&J/Retail ultimately receiving a distribution of $1,166,745. The shopping center, consisting of 303,956 square feet of improvements and five outlots, is located in Atlanta, Georgia. The loan was secured by Tower Corporation's partnership interests in Tower and BSRT/M&J. On July 10, 1998, the loan was repaid in full. On October 27, 1995, M&J/Retail invested a total of $297,000 to acquire a 46.41% Class A interest in M&J/Crossroads Limited Partnership. The balance of $303,000 of the total $600,000 required capital for Class A investors was also financed by M&J/Retail, resulting in a receivable from the other investors for their respective share of capital contributions as of December 31, 1995. These receivables were repaid in full during 1996. As a result of a refinancing of the first mortgage loan on December 31, 1997, M&J/Retail received a distribution on January 10, 1998, of $501,065. In 1998, M&J/Retail invested $415,000 to acquire a 70.90% investment in M&J/Clarkfair Limited Partnership, which has a 9% interest in Clarkfair LLC. Clarkfair LLC is the sole owner of two limited liability companies, namely Marketfair North LLC and Shops at Clark's Pond LLC, which were formed to acquire the following described properties: ~~Marketfair North - a 136,989 square foot shopping center in Clay, New York Shops at Clark's Pond - a 208,325 square foot shopping center in South Portland, Maine~~

46 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 On May 31, 2000, Clarkfair LLC distributed to its members its interest in Shops at Clark's Pond LLC, leaving only an investment in Marketfair North LLC. As a result of this transaction, M&J/Clarkfair Limited Partnership received a 33.50% interest in Shops at Clark's Pond LLC. M&J/Retail also invested $1,133,750 to obtain a 53.13% interest in Fulcrum, LLC, which has a 65.65% interest in Shops at Clark's Pond LLC. On September 29, 1999, M&J/Retail invested a total of $350,000 to obtain an 8.75% interest in Arlington LLC, which owns Annex of Arlington Heights, a 197,110 square foot community center located in Arlington Heights, Illinois. The property was acquired with an $11,616,888 mortgage bearing interest at 9.65% per annum. The term of the loan is three years. (See also Page 44). On February 24, 2000, M&J/Retail invested $500,000 to obtain a 10.58% interest in M&J/Prospect Crossing Limited Partnership, which owns Centre at Lake in the Hills, a shopping center located in Lake in the Hills, Illinois. On April 10, 2000, M&J/Retail invested $243,000 to obtain a 26.01% interest in Yorkshire Plaza Investors, LLC, which has a 20.00% interest in Yorkshire LLC, which owns Yorkshire Plaza, a shopping center located in Aurora, Illinois. On June 6, 2001, M&J/Retail invested $371,000 to obtain an 11.24% interest in M&J/Bayfair 580, LLC, which has a 99.00% interest in Bayfair 580, LLC, which owns Bayfair Mall, a shopping center located in San Leandro, California. The financial position and results of operations at December 31, 2001, are included in the accompanying consolidated financial statements. 47 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 The following is a summary of the financial position and results of operations of the entities included in consolidation at December 31, 2001:

48 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 The following is a summary of the financial position and results of operations of the entities included in consolidation at December 31, 2000:

49 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 The following is a summary of the financial position and results of operations of the entities included in consolidation at December 31, 1999:

50 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 4 - LOANS RECEIVABLE

51 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 5 - MORTGAGES PAYABLE The mortgages payable at December 31, 2001, consist of:

(a) A balloon payment of $6,283,329 will be due September 1, 2008. (b) A balloon payment of $3,946,123 will be due August 1, 2008. (c) A balloon payment of $8,823,280 will be due October 1, 2004. The original principal amount of $10,000,000 is divided into two notes. The first note is for $8,600,000, and the second note, an unfunded line of credit, is for $1,400,000. As of December 31, 2001, $804,588 has been drawn on the second note. (d) A balloon payment of $369,898 will be due April 30, 2004. 52 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 6 - RELATED PARTY TRANSACTIONS Management and Other Fees Management, leasing and consulting fees paid to M&J Wilkow, Ltd. and M&J Wilkow Brokerage Corp. (companies whose principal shareholders are general partners of the Partnership) for the years ended December 31, 2001, 2000 and 1999, were $1,245,523, $1,424,852 and $1,105,123, respectively. These fees related to a portfolio encompassing over 400,000 square feet at times. At December 31, 2001 and 2000, $15,263 and $21,743, respectively, are owed to M&J Wilkow, Ltd. for management, leasing and consulting fees. Professional Fees Professional fees paid during the years ended December 31, 2001, 2000 and 1999, to Wilkow & Wilkow, P.C. (a company owned by a general partner of the Partnership) for services in the ordinary course of business were $44,417, $46,583 and $40,244, respectively. For the years ended December 31, 2001, 2000 and 1999, $98,256, $88,562 and $70,348, respectively, were paid to M&J Wilkow, Ltd. for professional services. Investments in Partnerships The general partners and/or entities controlled or managed by one or more of such partners have ownership interests in a majority of the real estate projects in which the Partnership also has ownership interests. Rental Income Rental income received from M&J Wilkow, Ltd. (a company whose principal shareholders are partners of the Partnership) was $257,519, $245,480 and $219,516 for the years ended December 31, 2001, 2000 and 1999, respectively, under a lease for office space. Receivables Included in receivables at December 31, 2000, is a $216,866 advance made to M&J Wilkow, Ltd. as a result of a bookkeeping error. This advance was made in December of 2000 and was repaid in January of 2001. 53 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 7 - RENTALS RECEIVABLE UNDER OPERATING LEASES Minimum future rentals receivable by the Partnership on noncancelable operating leases as of December 31, 2001, are as follows:

8 - PARTNERS' CAPITAL At December 31, 2001, general partner units totaled 8,614 units and the general partners also beneficially owned 4,160 limited partner units. At December 31, 2000, general partner units totaled 7,890 units and the general partners also beneficially owned 3,717 limited partner units. At December 31, 1999, general partner units totaled 7,650 units and the general partners also beneficially owned 3,388 limited partner units. 9 - COMMITMENTS AND CONTINGENCIES As of December 31, 2001, the Partnership has a revolving credit facility with LaSalle National Bank which is secured by the Partnership's limited partnership units in Duke Realty Limited Partnership (see Note 3). The facility, due September 1, 2001, pays interest at the prime rate. Maximum borrowings under the agreement are the lesser of $675,000 or 80% of the fair market value of the Partnership's 50,502 units in Duke Realty Limited Partnership (see Note 3). As of December 31, 2001, there are no amounts outstanding under this facility. As of December 31, 2001 and 2000, the Partnership, through its investment in M&J/Retail Limited Partnership, is required to maintain a certificate of deposit of $250,000 with LaSalle National Bank. The certificate of deposit is maintained as collateral for two $250,000 letters of credit relating to Marketfair North, of which M&J/Retail Limited Partnership is an equity holder. 54 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2001, 2000 AND 1999 10 - SUBSEQUENT EVENTS In January 2002, the Partnership made a distribution in the amount of $170,916, or $1.00 per unit. 55 ITEM 9 - DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURES None PART III ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT The following sets forth certain information with respect to each general partner of the Registrant:

Marc R. Wilkow has been in the real estate management and investment business since 1977. He is also a lawyer and the sole stockholder of the law firm of Wilkow & Wilkow, P.C. Clifton J. Wilkow has been involved in the business of the Registrant since 1976. Also see "ITEM 1: Business Organization" for further information. There have been no proceedings of any kind involving bankruptcy, criminality or restraint in the area of financial dealings against or otherwise affecting any general partner during the last ten years. The executive officers of the Registrant are its general partners. Their names, ages, positions and relationships are listed below:

56 ITEM 11 - EXECUTIVE COMPENSATION The general partners do not receive any remuneration or other special benefit directly from the Registrant; however, Marc R. and Clifton J. Wilkow are owners and shareholders of M&J Wilkow, Ltd., which receives management, leasing, consulting and brokerage fees from each of the operating properties and/or partnerships. In addition, the Registrant pays M&J Wilkow, Ltd. an asset management fee. M&J Wilkow, Ltd. receives accounting and tax return preparation fees based upon hourly service. Wilkow & Wilkow, P.C. also receives a retainer for services rendered as general counsel to the Registrant and legal fees on an hourly rate basis for professional services rendered beyond the scope of the services contemplated by the retainer fee. Also see "ITEM 1: Business Organization" for further information. Options Granted to Management to Purchase Securities There have been no options granted to management to purchase securities from the Registrant. Interest of Management and Others in Certain Transactions For transactions to date, and those anticipated, reference is made to "ITEM 1: Business." ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT (a) No general partner holds 5% or more of any of the securities. The following limited partners hold 5% or more of the Registrant's total units:

(b) The following table sets forth the equity securities of the Registrant beneficially owned directly or indirectly by the general partners and their spouses as a group (three persons) at December 31, 2001:

57 (c) There are no contractual arrangements known to the Registrant including any pledge of securities of the Registrant, the operation of the terms of which may at a subsequent date result in a change of control of the Registrant. Wilkow & Wilkow, P.C., a professional corporation owned by one of the general partners, acting in its capacity as attorney and general counsel for the Registrant, was involved with the Registrant in certain transactions. ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS Management, leasing and consulting fees paid to M&J Wilkow, Ltd. and M&J Wilkow Brokerage Corp. (companies whose principal shareholders are general partners of the Registrant) for the years ended December 31, 2001, 2000 and 1999, were $1,245,523, $1,424,852 and $1,105,123, respectively (see Note 7 to Consolidated Financial Statements). Professional fees paid during the years ended December 31, 2001, 2000 and 1999, to Wilkow & Wilkow, P.C. for services in the ordinary course of business were $44,417, $46,583 and $40,244, respectively. Professional fees paid during the years ended December 31, 2001, 2000 and 1999, to M&J Wilkow, Ltd. were $98,256, $88,562 and $70,348, respectively. The general partners and/or entities controlled or managed by one or more of such partners have ownership interests in a majority of the real estate projects in which the Registrant also has ownership interests. 58 PART IV ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K (a) The following documents are filed as a part of this report: 1. The Index to Consolidated Financial Statements is set forth on Page 25 2. Financial Statement Schedules:

Schedules other than those listed above have been omitted since they are either not applicable or not required or the information is included elsewhere herein. 3. Exhibits: See Index to Exhibits on Page 83 (b) Reports on Form 8-K: No reports on Form 8-K were filed by the Registrant during the year ended December 31, 2001. 59 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE VIII - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999

60 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE X - SUPPLEMENTARY PROFIT AND LOSS INFORMATION

61 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION YEAR ENDED DECEMBER 31, 2001

See Notes 1, 2 and 3 accompanying Schedule XI. (A) Owned by M&J/Retail Limited Partnership; 53%-owned subsidiary of First Wilkow Venture. (B) Owned by 209 West Jackson LLC; 71%-owned subsidiary of First Wilkow Venture. 62 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION - Continued YEAR ENDED DECEMBER 31, 2001

63 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 1 - RECONCILIATION OF COSTS OF REAL ESTATE DURING EACH OF THE YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999

64 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 1 - RECONCILIATION OF COSTS OF REAL ESTATE DURING EACH OF THE YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999

65 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999

66 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 1 - RECONCILIATION OF COSTS OF REAL ESTATE DURING EACH OF THE YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999

67 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999

68 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 2 - RECONCILIATIONS OF ACCUMULATED DEPRECIATION OF REAL ESTATE DURING EACH OF THE YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999

69 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 2 - RECONCILIATIONS OF ACCUMULATED DEPRECIATION OF REAL ESTATE DURING EACH OF THE YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999

70 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999

71 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 2 - RECONCILIATIONS OF ACCUMULATED DEPRECIATION OF REAL ESTATE DURING EACH OF THE YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999

72 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999

73 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XI - REAL ESTATE AND ACCUMULATED DEPRECIATION - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 3 - BASIS OF REAL ESTATE FOR FEDERAL INCOME TAX PURPOSES

(A) Net of accumulated depreciation 74 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XIII - INVESTMENTS IN, EQUITY IN EARNINGS OF, AND DRAWINGS RECEIVED FROM AFFILIATES AND OTHER PERSONS YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 YEAR ENDED DECEMBER 31, 2001:

(A) Investment is owned by M&J/Retail Limited Partnership, which is consolidated with the Registrant. (B) Includes investments by the Registrant and M&J/Retail Limited Partnership. (C) Investment was accounted for under the cost method prior to 2000. (D) Investment to release letter of credit held by mortgagee. Note: Any partnership investments in which the Registrant's investment basis has been reduced to zero have been omitted from the above schedule. 75 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XIII - INVESTMENTS IN, EQUITY IN EARNINGS OF, AND DRAWINGS RECEIVED FROM AFFILIATES AND OTHER PERSONS - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 YEAR ENDED DECEMBER 31, 2001:

(A) Investment is owned by M&J/Retail Limited Partnership, which is consolidated with the Registrant. (B) New investment. (C) Provision for loss in book value. Note: Any partnership investments in which the Registrant's investment basis has been reduced to zero have been omitted from the above schedule. 76 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XIII - INVESTMENTS IN, EQUITY IN EARNINGS OF, AND DRAWINGS RECEIVED FROM AFFILIATES AND OTHER PERSONS YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 YEAR ENDED DECEMBER 31, 2000:

(A) New investment. (B) Investment is owned by M&J/Retail Limited Partnership, which is consolidated with the Registrant. (C) Includes investments by the Registrant and M&J/Retail Limited Partnership. (D) Investment was accounted for under the cost method in prior years. Note: Any partnership investments in which the Registrant's investment basis has been reduced to zero have been omitted from the above schedule. 77 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XIII - INVESTMENTS IN, EQUITY IN EARNINGS OF, AND DRAWINGS RECEIVED FROM AFFILIATES AND OTHER PERSONS - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 YEAR ENDED DECEMBER 31, 2000:

(A) Investment is owned by M&J/Retail Limited Partnership, which is consolidated with the Registrant. (B) New investment. Note: Any partnership investments in which the Registrant's investment basis has been reduced to zero have been omitted from the above schedule. 78 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XIII - INVESTMENTS IN, EQUITY IN EARNINGS OF, AND DRAWINGS RECEIVED FROM AFFILIATES AND OTHER PERSONS YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 YEAR ENDED DECEMBER 31, 1999:

(A) Additional investment. (B) Investment is owned by M&J/Retail Limited Partnership, which is consolidated with the Registrant. (C) Includes gain on disposition of investment. (D) Includes investments by the Registrant and M&J/Retail Limited Partnership. Note: Any partnership investments in which the Registrant's investment basis has been reduced to zero have been omitted from the above schedule. 79 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XIII - INVESTMENTS IN, EQUITY IN EARNINGS OF, AND DRAWINGS RECEIVED FROM AFFILIATES AND OTHER PERSONS - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 YEAR ENDED DECEMBER 31, 1999:

Note: Any partnership investments in which the Registrant's investment basis has been reduced to zero have been omitted from the above schedule. 80 FIRST WILKOW VENTURE (A LIMITED PARTNERSHIP) SCHEDULE XIII - INVESTMENTS IN, EQUITY IN EARNINGS OF, AND DRAWINGS RECEIVED FROM AFFILIATES AND OTHER PERSONS - Continued YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999 YEAR ENDED DECEMBER 31, 1999:

(A) Investment is owned by M&J/Retail Limited Partnership, which is consolidated with the Registrant. (B) Additional investment. Note: Any partnership investments in which the Registrant's investment basis has been reduced to zero have been omitted from the above schedule. 81 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. FIRST WILKOW VENTURE By: Marc R. Wilkow ----------------------------------- Marc R. Wilkow, General Partner and President of M&J Wilkow, Ltd., its Managing Agent DATED: March 19, 2002 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant, in the capacities indicated, on March 19, 2002. Clifton J. Wilkow ----------------------------------------- Clifton J. Wilkow, General Partner and Executive Vice President of M&J Wilkow, Ltd. Thomas Harrigan ----------------------------------------- Thomas Harrigan, Senior Vice President of M&J Wilkow, Ltd. 82 INDEX TO EXHIBITS

FIRST WILKOW VENTURE 10-K