EXHIBIT 4
October 6, 1995
Tishman Speyer Properties, L.P.
000 Xxxxxxx Xxxxxx
Xxx Xxxx, XX 00000
Xxxxx Xxxxxxxxxxx
Room 5600
00 Xxxxxxxxxxx Xxxxx
Xxx Xxxx, XX 00000
Reference is made to the Letter Agreement, dated as of October 1,
1995, among Whitehall Street Real Estate Limited Partnership V, Xxxxxxx,
Xxxxx & Co., Xxxxxxx Sachs Mortgage Company, Tishman Speyer Properties,
L.P. and Xxxxx Xxxxxxxxxxx (the "Investor Group Letter") relating to their
proposal to acquire Rockefeller Center Properties, Inc. Capitalized terms
used herein but not otherwise defined herein shall have the meanings
ascribed thereto in the Investor Group Letter.
The parties hereto hereby agree as follows:
1. The Proposal, dated October 1, 1995, shall remain open until 11:59
P.M. (New York City time) on Monday, October 9, 1995 (subject to the terms
and conditions contained in the Proposal).
2. The Investor Group Letter shall be amended by deleting from
paragraph 1 thereof the words "; provided that if prior to October 6, 1995
Rockefeller shall not have arranged an investor group reasonably
satisfactory to the Whitehall Investors to fund a portion of his
commitment, then he may terminate his commitment hereunder."
This letter may be executed in one or more counterparts, each of which
shall be an original and all of which, when taken together, shall
constitute one and the same instrument.
If the foregoing correctly sets forth the agreement reached among the
parties hereto with respect to the subject matter hereof, kindly execute
this letter in the space provided below, at which time this letter shall
serve as a binding and enforceable agreement among the parties hereto.
Very truly yours,
WHITEHALL STREET REAL
ESTATE LIMITED PARTNERSHIP V
XXXXXXX, XXXXX & CO.
XXXXXXX SACHS MORTGAGE
COMPANY
By: /s/ Xxxxxx X. Xxxxxxx
------------------------
Name: Xxxxxx X. Xxxxxxx
Title: Partner
ACCEPTED AND AGREED TO:
TISHMAN SPEYER PROPERTIES, L.P.
By: Tishman Speyer Properties, Inc.
its general partner
By: /s/ Xxxxx X. Xxxxxx
------------------------
Name: Xxxxx X. Xxxxxx
Title: President
/s/ Xxxxx Xxxxxxxxxxx *
-----------------------------
Xxxxx Xxxxxxxxxxx
*By: /s/ Xxxxx X. Xxxxxx
--------------------------------
Xxxxx X. Xxxxxx
Attorney-in-Fact