Exhibit 1A to
Schedule 13G
SECOND JOINT FILING AGREEMENT AND POWER OF ATTORNEY
WHEREAS, the signatories of this Agreement (except for Xxxx
Xxxxxxx) entered into and executed that certain Joint Filing Agreement and
Power of Attorney dated January 11, 1999 and filed on January 12, 1999 as
Exhibit 1 to the Schedule 13G relating to the Common Stock of Crestline
Capital Corporation (the "Issuer"); and
WHEREAS, Xxxx Xxxxxxx wishes to enter into and execute this
Agreement with such other signatories;
NOW, THEREFORE, we, all the signatories of the statement on
Schedule 13G relating to the Common Stock of the Issuer to which this
Agreement is attached, hereby agree that such statement is, and any
amendments thereto filed by any of us will be, filed on behalf of each of us.
Each of us hereby constitutes and appoints each of Xxxxx X. Xxxxxxxx, Xxxxxxx
X. Xxxxxxxxxx, Xxxx X. Xxxxxx and Xxxxxx X. Xxxxxx as our true and lawful
agent and attorney-in-fact, with full power of substitution and
resubstitution, to prepare, execute and file any such amendments, and any
other documents which any such attorney-in-fact may consider advisable in
connection with the transactions described in this statement on Schedule 13G,
on our behalf, and hereby ratifies any such action by such agent and
attorney-in-fact.
Dated as of: May 5, 1999
BLACKSTONE REAL ESTATE PARTNERS I X.X.
XXXXXXXXXX REAL ESTATE PARTNERS TWO X.X.
XXXXXXXXXX REAL ESTATE PARTNERS THREE X.X.
XXXXXXXXXX REAL ESTATE PARTNERS IV X.X.
XXXXXXXXXX RE CAPITAL PARTNERS X.X.
XXXXXXXXXX RE CAPITAL PARTNERS II X.X.
XXXXXXXXXX RE OFFSHORE CAPITAL PARTNERS X.X.
XXXXXXXXXX REAL ESTATE PARTNERS II X.X.
XXXXXXXXXX REAL ESTATE PARTNERS II.TE.1 X.X.
XXXXXXXXXX REAL ESTATE PARTNERS II.TE.2 X.X.
XXXXXXXXXX REAL ESTATE PARTNERS II.TE.3 X.X.
XXXXXXXXXX REAL ESTATE PARTNERS II.TE.4 X.X.
XXXXXXXXXX REAL ESTATE PARTNERS II.TE.5 X.X.
XXXXXXXXXX REAL ESTATE HOLDINGS II X.X.
XXXXXXXXXX REAL ESTATE HOLDINGS L.P.
CR/RE L.L.C.
XXX XXXXX HOTEL INC.
BRE/CAMBRIDGE L.L.C.
BLACKSTONE REAL ESTATE ASSOCIATES X.X.
XXXXXXXXXX REAL ESTATE ASSOCIATES II X.X.
XXXXXXXXXX REAL ESTATE MANAGEMENT ASSOCIATES
II L.P.
BREA L.L.C.
BREA II L.L.C.
XXXXX X. XXXXXXXX
XXXXXXX X. XXXXXXXXXX
XXXX X. XXXXXXXXX
By: /s/ Xxxx X. Xxxxxx
--------------------------
Name: Xxxx X. Xxxxxx
Title: Attorney-in-fact
/s/ Xxxx Xxxxxxx
--------------------------
Xxxx Xxxxxxx