Page 29 of 31 Pages
EXHIBIT 1
JOINT FILING AGREEMENT
This will confirm the agreement by and among all the undersigned that
the Amendment No. 8 to the Schedule 13D filed on or about this date with respect
to the beneficial ownership of the undersigned of Class A Shares, par value
$1.00 per share, and Starwood Financial Trust, is being, and any and all further
amendments to the Schedule 13D may be, filed on behalf of each of the
undersigned.
This Agreement may be executed in two or more counterparts, each of
which will be deemed an original, but all of which together shall constitute one
and the same instrument.
Dated: October 13, 1998
STARWOOD MEZZANINE INVESTORS, L.P.
By: Starwood Capital Group I, L.P.
Its: General Partner
By: BSS Capital Partners, L.P.
Its: General Partner
By: Sternlicht Holdings II, Inc.
Its: General Partner
By: /S/ XXXXXX X. XXXXXX
--------------------
Name: Xxxxxx X. Xxxxxx
Its: Senior Vice President and
Chief Financial Officer
STARWOOD MEZZANINE HOLDINGS, L.P.
By: Starwood Capital Group I, L.P.
Its: General Partner
By: BSS Capital Partners, L.P.
Its: General Partner
By: Sternlicht Holdings II, Inc.
Its: General Partner
By: /S/ XXXXXX X. XXXXXX
--------------------
Name: Xxxxxx X. Xxxxxx
Its: Senior Vice President and
Chief Financial Officer
STARWOOD CAPITAL GROUP I, L.P.
By: BSS Capital Partners, L.P.
Its: General Partner
By: Sternlicht Holdings II, Inc.
Its: General Partner
By: /S/ XXXXXX X. XXXXXX
--------------------
Name: Xxxxxx X. Xxxxxx
Its: Senior Vice President and
Chief Financial Officer
Page 30 of 31 Pages
BSS CAPITAL PARTNERS, L.P.
By: Sternlicht Holdings II, Inc.
Its: General Partner
By: /S/ XXXXXX X. XXXXXX
--------------------
Name: Xxxxxx X. Xxxxxx
Its: Senior Vice President and
Chief Financial Officer
STERNLICHT HOLDINGS II, INC.
By: /S/ XXXXXX X. XXXXXX
--------------------
Name: Xxxxxx X. Xxxxxx
Its: Senior Vice President and
Chief Financial Officer
SOFI-IV SMT HOLDINGS, L.L.C.
By: Starwood Opportunity Fund IV, L.P.
Its: Sole Member and Manager
By: SOFI IV Management, L.L.C.
Its: General Partner
By: Starwood Capital Group, L.L.C.
Its: General Manager
By: /S/ XXXXXX X. XXXXXX
--------------------
Name: Xxxxxx X. Xxxxxx
Its: Senior Vice President and
Chief Financial Officer
STARWOOD OPPORTUNITY FUND IV, L.P.
By: SOFI IV Management, L.L.C.
Its: General Partner
By: Starwood Capital Group, L.L.C.
Its: General Manager
By: /S/ XXXXXX X. XXXXXX
--------------------
Name: Xxxxxx X. Xxxxxx
Its: Senior Vice President and
Chief Financial Officer
Page 31 of 31 Pages
SOFI IV MANAGEMENT, L.L.C.
By: Starwood Capital Group, L.L.C.
Its: General Manager
By: /S/ XXXXXX X. XXXXXX
--------------------
Name: Xxxxxx X. Xxxxxx
Its: Senior Vice President and
Chief Financial Officer
STARWOOD CAPITAL GROUP, L.L.C.
By: /S/ XXXXXX X. XXXXXX
--------------------
Name: Xxxxxx X. Xxxxxx
Its: Senior Vice President and
Chief Financial Officer
/S/ XXXXX X. XXXXXXXXXX
-----------------------
Xxxxx X. Xxxxxxxxxx