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GUTERMAN WESTWOOD PARTNERS, LLC489 FIFTH AVENUE

NEW YORK, NEW YORK 10017

December 2, 2011

To the Residents of Stuyvesant Town/Peter Cooper Village:

ARE YOU CONCERNED ABOUT YOUR HOME AT STUYVESANT TOWN / PETER COOPER VILLAGE,

AS WELL AS YOUR OWN FINANCIAL FUTURE?

On November 30, 2011, to much fanfare, the Stuyvesant Town-Peter Cooper Village Tenants Association(the Association) announced that it had entered into a partnership with Brookfield Asset Management(Brookfield) to acquire, and convey Stuyvesant Town/Peter Cooper Village to tenant ownershipGuterman-Westwood Partners, LLC ("GWP") and its affiliates, learned about the partnership from theAssociations announcements to the press, despite the fact that we have long offered the Association the

opportunity to enter into a more tenant-beneficial partnership with us.

We wish to remind you that we have previously provided the Association with, and announced publically,the details of our proposed acquisition of the community and subsequent resale to tenants and outsidepurchasers. At a number of different meetings with your representatives, the law firm of Paul WeissRifkind Wharton and Garrison ("Paul Weiss") and Moelis & Company ("Moelis") as well as our separatemeetings with your New York City Councilman, Daniel Garodnick ("Garodnick"), we detailed a specificarrangement that would result in a very favorable transaction for those tenants seeking to purchase theirapartments, as well as long term affordable rental for those units that are not acquired.

During every one of these meetings, GWP explained why it was a poor choice for the tenants to consider acondominium for the residential apartments and provided very specific details concerning the reality andexpense of recording 11,232 separate tax lots, as well as the fact that the rules and regulations of acooperative did not have to be restrictive and shares could be freely transferable. Furthermore, we regardcooperative conversion as the best method for assuring that the character of the community is maintained(or, more accurately, the character of the community as it existed prior to its acquisition by TishmanSpeyer, and the subsequent financial catastrophe that has befallen your community).

Additionally, per our proposal the cooperative corporation would become the actual borrower ofapproximately forty-five (45%) percent of the total sales' price to buy your apartments. As a result, thecarrying costs (interest) for that portion of the purchase price, would be lower (dollar for dollar) byapproximately two (2%) percent per year than if each of you had to qualify for much larger condominiummortgages. Therefore your monthly interest cost (including the cooperative portion of the total purchaseprice), would equal approximately sixteen (16%) percent less (dollar for dollar) than an equivalentindividual condominium loan.

But aside from our various assertions regarding the most appropriate structure for a tenant-led buyout oStuyvesant Town/Peter Cooper Village, the more important issue is that over one full year ago, Guterman-Westwood Partners delivered a written and detailed proposal (to the Association, Paul Weiss, Moelis andGarodnick), showing how individual tenant/purchasers would benefit from working with our firm.

We note this because, despite the size and industry dominance of Brookfield as a real estate firm, theAssociations announcement of its partnership with Brookfield does not set forth any details of whatBrookfield would deliver to each of you from a financial and economic perspective.

Guterman Westwood has told you, the Association and its representatives, exactly what we willdo Brookfield has not.

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We reiterate below the assurances we have given in writing privately and publically to the Associationand to its advisors. Our bid to acquire the property and our execution of the proposed conversion wilconform to the following guidelines:

1. The whole residential portion of the property will become a cooperative at the same time.2. The total amount that the average existing tenant will pay monthly for debt service, rea

estate taxes and maintenance together, after tax benefits, be equal to or less than the

average rent currently being paid by tenants.

3. The cooperative apartments will have the same limited restrictions as condominiums throughoutthe city. It will be left to the board of the cooperative, at no time after the conversion to becontrolled by our firm, to adopt any special rules it chooses to maintain the character andaffordability of the community.

4. The average existing tenant purchase price, will be approximately three hundred fifteen($315.00) dollars per square foot, free and clear including the pro rata amount of theunderlying Co-op mortgage.

5. According to Miller Samuel Inc., Appraisers, the average free and clear price of condos (and coopsincluding allocable underlying mortgage amounts) in the immediate area surrounding StuyvesantTown/Peter Cooper Village, is in excess of seven hundred ($700) dollars per square foot.

6. The cooperative corporation will pay approximately one hundred forty ($140) dollars per squarefoot of the $315 per square foot purchase price.

7. The average tenant in possession will pay a per share sales price of approximately one hundredseventy-five ($175) dollars per square foot.

8. GWP will make available individual financing of up to eighty five (85%) percent of the per sharesales price, for every tenant purchaser. As you might imagine, at the extremely low purchase pricerelative to market value credit considerations would not be much of an issue.

9. GWP will not allow price restrictions on re-sales after thirty-six months (36) months from the dateof a tenant purchase (although all owners would be free to vote on the establishment of a flip-taxor other regime to recover a portion of resale profits for the benefit of the entire community).

10.GWPs plan envisions that the cooperative corporation will receive a funded reserve in the amountof forty-five million dollars ($45,000,000) to be immediately paid into a new, board controlled, fundat the initial transfer of title to the cooperative cooperation. This fund would be of significant helpwith unscheduled maintenance and capital improvement costs.

11.All unsold tenant-occupied apartments at the date of closing, will simultaneously be soldto a nationally known, "not for profit" real estate organization that has agreed to financethe acquisition of the unsold units with tax-exempt bonds and to hold and operate suchapartments as stabilized middle class rentals for the foreseeable future (whether or

not actual stabilization laws continue to apply).

12.All common areas will be preserved as parkland in perpetuity, with no building of any type ornature in those areas.

13.Stuyvesant Town and Peter Cooper Village will be operated as one single entity.The terms as described above, were submitted in writing to the Association, Paul Weiss and Moelis overone year ago. Thereafter, GWP did a number of "follow up" presentations as well as phone calls, in aneffort to keep all parties informed.

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The Association, via both Paul Weiss and Moelis, specifically directed GWP not to communicate

directly with you, the residents of Stuyvesant Town/Peter Cooper Village about our writtenproposal and assured us that they and the Association would be responsive to our very firm and seriouswritten plan for which we have secured financing and which we are willing and able to execute.

We note that our firms experience in cooperative apartment conversion in the City of New Yorkis more extensive than that of any other firm, including Brookfield.

Even though the special servicer that effectively controls Stuyvesant Town/Peter Cooper Village CWCapital Asset Management (CW) has not commenced a formal sales process, we furnished a purchaseoffer to CW at the same time we furnished our proposal to the Association. This purchase offer was onthe same basis as the foregoing, and involved acquiring the community for $3 billion which we believe isabout the maximum the property is worth assuming, as we do, a conversion program that is fair andreasonable to existing tenants an modestly profitable to our firm relative to the risk we would be taking.

Nevertheless, despite our diligent and enthusiastic efforts to form common cause with theAssociation and each of you, we were repeatedly informed by the Associations representatives

(including Paul Weiss, Moelis and Councilman Garodnick) that until CW was ready to commencea sales process, the Association would not be forming any alliances with real estate firms to

further the interests of the tenants.

Given yesterdays announcement of which we received no prior notice it appears that the foregoingrepresentations by the Association and its advisors was disingenuous. Not only have they alignedthemselves with one of the worlds largest and most profitable real estate firms yet another of thecorporate behemoths that have been coveting ownership of your community since Metropolitan Lifeoriginally considered selling Stuyvesant Town/Peter Cooper Village but they have done so withoutexplicitly laying out for you the impact of this action on you as individual tenants and prospective owners.

While this might have been a good way for the Association to get its advisors paid and keep them involvedin the transaction, we question the benefits of the alliance from your perspective. Accordingly, incontacting you directly, we are doing what it seems we should have done from the outset:

Presenting our case directly to the good people of your community regardless of the pleas of

the Association and its advisors to deal exclusively through them.

Clearly, being cooperative with their earlier direction was not in our interest nor, apparently, in yours.

Accordingly, we urge you to consider the foregoing and to ask the difficult questions surrounding thebenefits to you of yesterday's actions taken by the Association, and the failure of the Association and itsrepresentatives to deal forthrightly with our firm.

Very truly yours,

Gerald GutermanGuterman Partners, LLCFor Guterman-Westwood Partners, LLC