KeyBanc Capital Markets letterhead

KeyBanc Capital Markets letterhead

Xxxxx Xxxxxxx

President

Inland Retail Real Estate Trust, Inc.

000 Xxxxx Xxxxx Xxxxxxx, Xxxxx 000

Boca Raton, FL 33432

RE:

Inland Retail Real Estate Trust, Inc.  Second Amended and Restated Credit

Agreement dated May 6, 2005 (“Loan Agreement”).

Xxxxx:

Per your request dated March 20, 2006, KeyBank formally acknowledges that you have completed all requirements for extension of your $100 million Unsecured Line of Credit. The new maturity date will be May 6, 2007.

Please call me with any questions.

Very Truly Yours

Xxxxx X. Xxxxxx

Vice President

KeyBank Real Estate Capital

9216) 689-4660 (P)

(000) 000-0000 (F)