Norwest Corporation and Subsidiaries, Successor in Interest to United Banks of Colorado, Inc., and Subsidiaries, et al. - Page 23

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          at an asking price in the range of $33 million each.  In its                
          presentation to the Committee, management cited several reasons             
          for selling 2UBC at that time, but acknowledged that “[a] sale              
          now may not fully reflect the value to be added by the Atrium               
          when it is completed.”  The committee approved the proposal to              
          offer 2UBC and the Ground Lease for sale.  In addition,                     
          management recommended that construction of the Atrium proceed.             
          Considerations for completing the Atrium that were noted in the             
          presentation to the Committee were as follows:                              
                    A.  The Atrium retains a great deal of appeal;                    
               architecturally, as an enhancement to the Bank's image,                
               and in value added to the properties.                                  
                    B.  We think our minimum cost not to build would                  
               be about $16,000,000.  It makes more sense to build it                 
               for $25,000,000 than to not build it at a cost of                      
               $16,000,000.                                                           
          At the meeting, the Committee approved the budget for the Atrium.           
                    6.  Construction and Operation of the Atrium                      
               Construction of the Atrium commenced in April 1985 and was             
          completed in late 1987; however, portions of the Atrium were open           
          to the public in 1986.  The Atrium sits on an irregularly shaped,           
          30,510 square-foot parcel of land on the Broadway-Lincoln block             
          and has frontage of 96.40 feet along Broadway, 198.75 feet along            
          Lincoln Street, and 113.32 feet along 17th Avenue.  The Atrium              
          covers a 24,333 square-foot area, encompasses approximately                 
          4.6 million cubic feet of space, and, at its highest point, is              
          14 stories tall.  The Atrium is constructed of glass, steel, and            
          stone.  The Atrium is physically attached to both 2UBC and 3UBC             



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