0001104659-04-014831 Sample Contracts

INLAND WESTERN RETAIL REAL ESTATE TRUST, INC. 270,000,000 SHARES OF COMMON STOCK $.001 PAR VALUE PER SHARE DEALER MANAGER AGREEMENT April 30, 2004 Inland Securities Corporation 2901 Butterfield Road Oak Brook, Illinois 60521
Dealer Manager Agreement • May 17th, 2004 • Inland Western Retail Real Estate Trust Inc • Real estate investment trusts • Illinois

Inland Western Retail Real Estate Trust, Inc. (the “Company”), a Maryland corporation, is qualified as a real estate investment trust (a “REIT”) under federal income tax laws. The Company was formed on March 5, 2003, and is governed by the Bylaws (as may be amended from time to time, the “Bylaws”) and the Articles of Incorporation (as may be amended from time to time, the “Articles”) in the form incorporated by reference into the Registration Statement, as described in Section 1(a) hereof (such Bylaws and Articles being hereinafter referred to as the “Organizational Documents”). The advisor to the Company is Inland Western Retail Real Estate Advisory Services, Inc., an Illinois corporation (the “Advisor”).

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