-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UirFxNOoOvXy5QL5V1b+4dROfQJYca01gREy4mlnlQ+hACHynLi6jbG+NngfgjA1 yL0f7B8vwR2b+UfV+20ygg== 0000950136-05-001700.txt : 20050330 0000950136-05-001700.hdr.sgml : 20050330 20050330101522 ACCESSION NUMBER: 0000950136-05-001700 CONFORMED SUBMISSION TYPE: 10KSB PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20041231 FILED AS OF DATE: 20050330 DATE AS OF CHANGE: 20050330 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONCORD MILESTONE PLUS L P CENTRAL INDEX KEY: 0000808460 STANDARD INDUSTRIAL CLASSIFICATION: LESSORS OF REAL PROPERTY, NEC [6519] IRS NUMBER: 521494615 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10KSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-16757 FILM NUMBER: 05711945 BUSINESS ADDRESS: STREET 1: 5200 TOWN CENTER CIR STREET 2: 4TH FLOOR CITY: BOCA RATON STATE: FL ZIP: 33486 BUSINESS PHONE: 4073949260 10KSB 1 file001.htm CONCORD MILESTONE PLUS, L.P.

PART I
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-KSB

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934.

For the fiscal year ended December 31, 2004
Commission file number 000-16757

CONCORD MILESTONE PLUS, L.P.
-----------------------------
(Name of small business issuer in its charter)

DELAWARE 52-1494615
- --------------------------------- ---------------------------------
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)

200 CONGRESS PARK DRIVE, SUITE 103,
DELRAY BEACH, FLORIDA 33445
- --------------------------------------------- ----------------------------
(Address of principal executive offices) (Zip Code)

Issuer's telephone number, including area code (561) 394-9260
----------------------------

Securities registered pursuant to Section 12(b) of the Exchange Act: None
Securities registered pursuant to Section 12(g) of the Exchange Act:

Class A Interests ("Class A Interests"), each such interest representing an
assignment of one Class A Limited Partnership Interest held by CMP Beneficial
Corp., a Delaware corporation (the "Assignor"), under the Amended and Restated
Agreement of Limited Partnership (the "Partnership Agreement") of Concord
Milestone Plus, L.P.
(Title of Class)

Class B Interests ("Class B Interests"), each such interest representing an
assignment of one Class B Limited Partnership Interest held by the Assignor
under the Partnership Agreement.
(Title of Class)

Check whether the registrant (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.

Yes X No
---- ----

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B is contained in this form and no disclosure will be contained, to
the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. X

State the issuer's revenues for its most recent fiscal year: $3,526,564

State the aggregate market value of the voting and non-voting common equity held
by non-affiliates computed by reference to the price at which the common equity
was sold, or the average bid and asked price of such common equity, as of a
specified date within the past 60 days. (See definition of affiliates in Rule
12b-2 of the Exchange Act).

The Class A and Class B Interests are not traded on any national securities
exchange or quoted on any national quotation system, and therefore, the
market value of the equity cannot be computed.

As of February 25, 2005, 1,518,800 Class A Interests and 2,111,072 Class B
Interests were outstanding.

[PG NUMBER]

Transitional Small Business Disclosure Format (check one) Yes No X
---- ---

CONCORD MILESTONE PLUS, L.P.
2004 FORM 10-KSB ANNUAL REPORT
TABLE OF CONTENTS

Page
- ---------------------------------------------------------------------------------------------
PART I ............................................................................

Item 1. Description of Business .............................................. 2

Item 2. Description of Property .............................................. 3

Item 3. Legal Proceedings .................................................... 11

Item 4. Submission of Matters to Vote of Security Holders .................... 11

PART II............................................................................

Item 5. Market for Registrant's Equity Securities and Related Security
Holders Matters and Small Business Issuer's Purchases of Equity Securities ... 12

Item 6. Management's Discussion and Analysis of Financial Condition and
Results of Operations......................................................... 13

Item 7. Financial Statements ................................................. 18

Item 8. Changes in and Disagreements With Accountants on Accounting and
Financial Disclosure ................................................. 35

Item 8A. Controls and Procedures ............................................ 36

Item 8B. Other Information .................................................. 37

PART III ..........................................................................

Item 9. Directors and Executive Officers of the Registrant ................... 38

Item 10. Executive Compensation .............................................. 39

Item 11. Security Ownership of Certain Beneficial Owners and Management and
Related Holders Matters.............................................. 39

Item 12. Certain Relationships and Related Transactions ...................... 41

Item 13. Exhibits Lists and Reports on Form 8-K .............................. 42

Item 14. Principal Accountant Fees and Services .............................. 45

PART I

This Annual Report on Form 10-KSB (this "Report") and any documents
incorporated herein by reference, if any, contain forward-looking statements
that have been made within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Such forward-looking statements are based on current expectations,
estimates and projections about the Partnership's (as defined below) industry,
management beliefs, and certain assumptions made by the Partnership's management
and involve known and unknown risks, uncertainties and other factors. Such
factors include, among other things, the following: general economic and
business conditions, which will affect the demand for retail space or retail
goods, availability and creditworthiness of prospective tenants, lease rents and
the terms and availability of financing; risks of real estate development and
acquisition; governmental actions and initiatives; and environmental and safety
requirements. These statements are not guarantees of future performance and are
subject to certain risks, uncertainties and assumptions that are difficult to
predict; therefore, actual results may differ materially from those expressed or
forecasted in any such forward-looking statements. Unless required by law, the
Partnership undertakes no obligation to update publicly any forward-looking
statements, whether as a result of new information, future events or otherwise.

ITEM 1. DESCRIPTION OF BUSINESS.

(a) Business Development.

Concord Milestone Plus, L.P. (the "Partnership") was organized as a
Delaware limited partnership on December 12, 1986 with CM Plus Corporation, a
Delaware corporation as its general partner (the "General Partner"). Since
December 28, 2001 the General Partner has been wholly owned by Milestone
Properties, Inc.("MPI"), a Delaware corporation. MPI reorganized its
subsidiaries on that date and as a result the General Partner is now a wholly
owned subsidiary of MPI. This reorganization had no effect on the General
Partner or the Partnership. The Partnership is engaged in the business of owning
and operating three shopping centers. The General Partner's only activity is
that of being the general partner for the Partnership. CMP Beneficial Corp., a
wholly owned subsidiary of MPI, was organized under Delaware law in December
1986 for the sole purpose of holding limited partnership interests in the
Partnership for the benefit of holders of the Class A Interests and Class B
Interests and has engaged in no business activities other than fulfilling its
obligations under the Amended and Restated Agreement of Limited Partnership of
the Partnership (the "Partnership Agreement").

(b) Business of Issuer.

The Partnership has only one industry segment, commercial real estate.

The Partnership was formed for the purpose of investing in existing
income-producing commercial and industrial real estate, such as shopping
centers, office buildings, free-standing commercial buildings, warehouses and
distribution centers. The Partnership currently owns and operates three shopping
centers (and the land they are situated on), one located in Searcy, Arkansas
(the "Searcy Property"), one located in Valencia, California (the "Valencia
Property") and one located in Green Valley, Arizona (the "Green Valley
Property").

The amount of revenues from tenants attributable to the Searcy Property,
the Valencia Property and the Green Valley Property (collectively, the
"Properties") was (i) $542,223, $1,551,614, $1,423,121 respectively, for the
fiscal year ended December 31, 2004, (ii) $540,462, $1,445,597, $1,294,656
respectively, for the fiscal year ended December 31, 2003, and (iii) $643,118,
$1,454,745, $1,286,571 respectively, for the fiscal year ended December 31,
2002. None of the tenants are affiliates of the Partnership.

-2-

See Item 2, "Properties", of this Report for additional information as to
the Properties, including a description of the competitive conditions affecting
them and our dependence on certain tenants.

The Partnership employs four full time people and two part time people
at the Green Valley Property who provide general administrative and maintenance
services. Milestone Property Management, Inc., an affiliate of the General
Partner, provides all management services for the Partnership and Milestone
Properties, Inc., the parent of the General Partner, provides administrative
services to the Partnership. Aside from its two officers, the General Partner
has no employees. See Item 12, "Certain Relationships and Related Transactions",
of this Report.

ITEM 2. DESCRIPTION OF PROPERTY.

The Properties consist of three shopping centers: the Searcy Property, the
Valencia Property and the Green Valley Property. For the purposes of this
Report, the following is a glossary of terms:

a. "Occupancy rate" - The rate of the actual leased area (square footage)
to gross leaseable area (square footage) as of the end of the
applicable fiscal year (December 31).

b. "Leaseable area" - The area (square footage) for which rent is
charged.

c. "Average effective annual rental per square foot" - The average rental
rate received per square foot of leased space taking rental
concessions and discounts into consideration.

d. "Total rent" - Minimum annual base rent plus percentage rental
revenue.

Mortgage Loans

As of September 30, 1997, the Partnership closed on mortgage loans (the
"Mortgage Loans") for the Properties in the amounts of $2,865,000 (Searcy),
$8,445,000 (Valencia) and $5,400,000 (Green Valley). All three Mortgage Loans
are secured by cross-collateralized first mortgages on the properties. Prior to
September 30, 1997, the Properties were encumbered by mortgages granted by the
Partnership to the holders of the Partnership's Escalating Rate Collateralized
Mortgage Bonds due November 30, 1997 (the "Bonds"). The Partnership used the
proceeds of the Mortgage Loans and available cash to redeem all of the
outstanding Bonds.

The Mortgage Loans and related terms at December 31, 2004 for the
Properties are summarized as follows:

OUTSTANDING
PRINCIPAL ANNUAL MONTHLY
BALANCE AT INTEREST PAYMENTS OF
DECEMBER RATE % PRINCIPAL
PROPERTY/LOCATION 31, 2004 (FIXED) AND INTEREST
- ----------------- -------- ------- ------------

Searcy, AR $2,636,521 8.125 $21,640
Valencia, CA 7,527,167 8.125 65,881
Green Valley, AZ 4,979,681 8.250 41,252
---------- ------
Total $15,143,369 $128,773
=========== ========

The Mortgage Loans require payments of principal and interest through and
including September 1, 2007. On October 1, 2007, the balance of the outstanding
principal and interest is estimated to be $2,505,981, $7,003,227 and $4,738,096
for the Mortgage Loans on Searcy, Valencia and Green Valley Properties,
respectively, assuming no prepayments and will be due and payable. Subsequent to
October 31, 2003 and prior to May 31, 2007, each Mortgage Loan may be prepaid in
whole but not in part on any payment date with a prepayment penalty equal to

-3-

the greater of (i) 1% of the outstanding principal balance at such time, or (ii)
the excess, if any, of the present value of the remaining scheduled principal
and interest payments (including any balloon payment), discounted at the
Discount Rate (as defined below), over the amount of principal being prepaid.
The Mortgage Loans may be prepaid without penalty on any payment date after May
31, 2007. The Discount Rate is a rate determined as of the week ending prior to
the prepayment date and is based on the published rates of U.S. Government
securities having maturities approximating the maturity date of the Mortgage
Loans. The Mortgage Loans are each secured by first mortgages on all three of
the Partnership's Properties and a default under any of the Mortgage Loans
constitutes a default on all of the Mortgage Loans. Each mortgage may be
released at the Partnership's option after the corresponding Mortgage Loan is
fully paid provided that no event of default exists under any of the Mortgage
Loans, the mortgagee has not given the Partnership notice of any event which,
with the passage of time, would constitute an event of default, under any of the
mortgage Loans and certain other conditions are satisfied. There is no
limitation on the amount of mortgage indebtedness that may be imposed on any
property.

The General Partner guarantees certain limited recourse obligations under
the Mortgage Loans.

The Searcy Property
Searcy, Arkansas

Location. The Searcy Property is situated on an irregularly shaped parcel
of approximately 10.78 acres, which has frontages on Race Avenue and Frontage
Road in the City of Searcy, Arkansas. Searcy, the county seat of White County,
is located in the central portion of the State of Arkansas, approximately 50
miles northeast of Little Rock, Arkansas. The Searcy Property is part of a
two-mile stretch of commercial development along Race Avenue that is the main
shopping area for the city, county and surrounding areas. Searcy's marketing
area includes all of White County and portions of surrounding counties.

The Searcy Property is part of a larger shopping complex known as the Town
and Country Plaza. In addition to the Searcy Property, the Town and Country
Plaza consists of an approximately seven acre parcel (formerly the site of a
free-standing Wal-Mart department store which is now sub-divided into four
retail stores) and five adjacent out parcels totaling 3.86 acres.

Description. The Searcy Property, which was completed in July 1985, is a
one-story masonry and steel building whose exterior is painted concrete block
with masonry, brick and glass fronts. The Searcy Property contains 78,436 gross
leaseable square feet divided into eleven units. The entire Town and Country
Plaza has parking for 970 cars of which approximately 570 parking spaces are
allocated to the Searcy Property. In the opinion of the General Partner, the
Searcy Property is adequately insured.

Taxes. The Partnership's adjusted federal income tax basis for the Searcy
Property is approximately $2,615,088, of which $430,000 is allocated to land and
$2,185,088 to the building and improvements. For financial statement purposes,
the Partnership depreciates the cost of the building over 31.5 years and
improvements over 5 years using the straight-line method of cost recovery.

Competition. There are three shopping centers within two miles to the west
of the Town and Country Plaza on Race Avenue. The first shopping center consists
of a Goody's department store and various smaller stores. The second shopping
center consists of a Fred's discount store, Warehouse Foods, a Sears catalog
store and two satellite stores. The third center consists of a Kroger food store
and a Revco drugstore. Directly across the highway from the Searcy Property is a
Wal-Mart superstore. This Wal-Mart relocated from the Town and Country Plaza in
1992. Hastings Book and Music, Big Lots, Hibetts Sports and TSC Tractor Supply
currently occupy Wal-Mart's former space in the Town and Country Plaza.

Operating and Tenant Information. As of March 1, 2005, there were ten
tenants, including two anchor tenants, at the Searcy Property. The anchor
tenants are J.C. Penney department store and Dunlap Co. The other eight tenants
provide a variety of goods and services. No other tenant occupied more than 10%
of the rentable square footage. The occupancy rate was 98.7% and 98.7% as of
December 31, 2004 and 2003, respectively.

-4-

The tables on pages 8 and 9 of this Report further describe and summarize
certain operating data and tenant information for the Searcy Property as of
December 31, 2004.

There are at present no options to purchase nor any contracts to purchase
the Searcy Property.

Old Orchard Shopping Center
Valencia, California

Location. The Valencia Property is situated on an approximately 9.94-acre
parcel that has frontages on Lyons Avenue and Orchard Village Road in the town
of Valencia, California. Valencia is located in the Santa Clarita Valley in Los
Angeles County, approximately 35 miles north of Los Angeles. Old Orchard
Shopping Center is located on the northwest corner of Lyons Avenue and Orchard
Village Road in a heavily developed commercial area. Lyons Avenue is improved
with shopping centers, fast food restaurants, housing developments and free
standing convenience stores. The surrounding area is densely populated with
apartments, condominiums and single family residences.

Description. Old Orchard Shopping Center is an eight building, one-story
masonry and steel shopping center complex that was originally constructed in
1965. During 1985 and 1986, the shopping center was renovated and enlarged to
103,413 square feet of gross leaseable area. There remains no undeveloped or
unimproved property. The exterior construction is pre-cast concrete, fluted
block and decorative tile. The shopping center has over 478 parking spaces. In
the opinion of the General Partner, the Valencia Property is adequately insured.

Taxes. The Partnership's adjusted federal income tax basis for the Valencia
Property is $10,125,529, of which $6,500,000 is allocated to land and $3,625,529
is allocated to the buildings and improvements. For financial statement purposes
the Partnership depreciates the cost of the buildings over 31.5 years and
improvements over 3 to 10 years using the straight-line method of cost recovery.

Competition. In 1996, a 78,000 square foot shopping center opened on Old
Orchard Street across from the Valencia Property. This center includes a 46,000
square foot Ralph's Supermarket, a 16,000 square foot drugstore and 16,000
square feet of smaller stores. This shopping center has not materially adversely
affected the occupancy rate at the Valencia Property. Within two miles of the
Valencia Property there are competing shopping facilities at Newhall Plaza with
a Von's Food Store and 10 satellite stores, Granary Square with a Hughes Food
Market, Long's Drugstore and 26 satellite stores, a Safeway Supermarket
complimented by 14 satellite stores and the Alpha Beta Center with Alpha Beta
Food stores and 16 satellite stores. In 1992, a strip center anchored by a
Ralph's Foods opened within a mile of the Valencia Property. Several new centers
have opened within five miles of the Valencia Property including a Kohl's
Department store.

Operating and Tenant Information. As of March 1, 2005, there were 24
tenants, including two anchor tenants. The two anchor tenants are an Albertson's
grocery store and a Rite Aid pharmacy. No other tenant occupied 10% or more of
the rentable square footage. The other 22 tenants provide a variety of goods and
services. The occupancy rate was 100.00% and 88.05% as of December 31, 2004 and
2003, respectively.

The tables on pages 8 and 9 further describe and summarize certain
operating data and tenant information for the Valencia Property as of December
31, 2004.

There are at present no options to purchase nor any contracts to purchase
the Valencia Property.

-5-

Green Valley Mall
Green Valley, Arizona

Location. The Green Valley Property, a mall complex known as the Green
Valley Mall, is situated on an approximately 21.31-acre parcel in the Town of
Green Valley, Arizona. Green Valley is a planned adult community located in Pima
County in the Santa Cruz River Valley approximately 25 miles south of Tucson.
Green Valley has three hotels and a number of office buildings, several
community centers and eight 18 hole golf courses. The Green Valley Property is
located at Intersection 65 of Interstate 19 and Esperenza Boulevard and serves
Pima County, as well as Santa Cruz County to the south with additional access
from La Canada Road.

Description. Green Valley Mall is an open-air shopping complex originally
built in the 1960's and expanded at various times throughout the 1970's and
1980's. The shopping center is comprised of several buildings, including some
that are free standing, totaling 173,359 gross leaseable square feet (adjusted
by 800 square feet representing the mall office). The exterior construction is a
combination of adobe block, split face block and painted concrete block. The
mall has approximately 975 parking spaces. In the opinion of the General
Partner, the Green Valley Property is adequately insured.

Taxes. The Partnership's adjusted federal income tax basis for the Green
Valley Property is $8,980,115, of which $5,100,000 is allocated to land and
$3,880,115 to the buildings and improvements. For financial statement purposes,
the Partnership depreciates the cost of the buildings over 31.5 years and
improvements over 2 to 5 years using the straight-line method of cost recovery.

Competition. The Green Valley Property competes directly with the 142,500
square foot Continental Shopping Plaza, built in 1980, located at Continental
Road and Interstate 19 approximately one mile south of the Green Valley
Property. The Continental Shopping Plaza is anchored by a Safeway Supermarket
and several major tenants, McDonalds, Osco Drug, true Value Hardware, Kentucky
Fried Chicken, M & I Bank and 45 local tenants. There is a shopping center
located 3 miles to the north of the Green Valley Property in the incorporated
town of Sahuarita. This shopping center includes a 65,000 square foot Wal-Mart
Department Store and a 42,000 square foot Bashas' Food Store as anchor tenants
plus 25,000 square feet of space leased to Blockbuster, Radio Shack, Subway and
12 local tenants. Another center located to the north of the Green Valley
Property, is the former Kmart Plaza, which was sold and the new name is the
"Valle Verde Center." The Kmart building is 45,000 square feet which Kmart
closed in 1995. In April of 2004 Beall's Outlet Store was opened in the Valle
Verde Center with a 20,000 square foot store and Beall's store at the Green
Valley Property has re-opened the store with its new concept bed and bath store.
There is additional space for a 4,000 square foot restaurant. Other tenants in
Valle Verde Center are the Desert Sky multiplex theater, Dairy Queen, Taco Bell,
and a 6,000 sq.ft. RV automatic wash. Since the incorporation of Sahuarita,
several large areas have been rezoned for commercial development. A small center
located 2.5 miles north of Green Valley Property called "The Quorum" opened in
2000. Tenants in the "Quorum" are Carpet One, Animal Doctor, Domino Pizza,
Burger King, Sears and a restaurant called Coach's. In 2002 a large parcel of
land was purchased 2 miles north of the Green Valley property and a new Safeway
Supermarket was built with a planned development of 20,000 feet of small shops
yet to be developed. In April of 2004 a new shopping center is being developed
called Madera Marketplace. Ground has been broken for a new 188,228 Wal-Mart
Super Center, planned to open in Fall of 2005. Future tenants in Madera
Marketplace will include Bank of America, Wells Fargo Bank Branch, Fletcher Tire
& Auto, Walgreens and 20,000 feet for additional tenants. Development in the
town of Sahuarita is doubling in population every two to three years. Canoa
Ranches within 8 miles of the south border of green Valley and a major shopping
center is being developed with commercial centers as well. Bashas' Food Store is
planning to open in fall of 2006. No decision is made at this time to close the
Bashas' Food Store in the center located next to old 65,000 square foot vacant
Wal Mart store in the Sahuarita Area.

Operating and Tenant Information. As of March 1, 2005, there were 68
tenants, including two anchor tenants, at the Green Valley Property. The two
anchor tenants include a Beall's bed and bath store and an Ace

-6-

Hardware store. The third anchor tenant space has been re-demised with a portion
of the space leased to Family Dollar, Inc.. The other 66 tenants provide a
variety of goods and services. The occupancy rate was 69.16% and 69.74%, as of
December 31, 2004 and 2003, respectively.

Abco, the former principal anchor tenant at the Green Valley Property
vacated its space in May, 1999. This space represents about 20% of the Green
Valley Property's leaseable area. The Partnership has retained a succession of
several regional real estate brokerage firms to help market the space. A new
Safeway Supermarket near the Green Valley Property that was built in 2002 has
effectively negated the potential of a supermarket as a replacement tenant for
the former Abco tenant. In March 2003, a lease was executed with Family Dollar,
Inc. for 9,571 of the 38,983 total square footage, formerly leased by Abco. The
Partnership delivered the premises to Family Dollar in June 2003 and the lease
was effective beginning August 2003. Rent payments of $3,982.50 per month
commenced in August 2004 and continue through December 2008 with four 5 years
options to renew unless the lease is breached or otherwise terminated. In
accordance with applicable accounting principles, the Partnership is recognizing
rent income over the full term of the lease, including the "free-rent" period
from August 2003 through July 2004. In conjunction with the work performed in
preparing the building to be subdivided and to accommodate Family Dollar, an
approximate 3,528 square foot area was reconfigured since it restricted the
visibility of the remaining vacant space. This amount of square footage is no
longer leaseable. The Partnership has not identified a potential tenant for the
remaining 25,884 square feet, and the Partnership does not know what effect, if
any, this vacant space will have on the Green Valley Property, the other
tenants, or the ability of the Partnership to lease other vacant space at the
Green Valley Property.

Many of the tenants at the Green Valley Property have initial lease terms
of less than two years. The Partnership will incur expenses in releasing the
remaining vacant Abco space and cannot predict how soon such space will be
leased and the terms of such new lease or leases. To date, the continuing
vacancy of the Abco space has not had a material adverse effect on the results
of operations at the Green Valley Property by impairing the Partnership's
ability to retain other tenants or to renew their leases on favorable terms.
However, no assurances can be given that the continued space vacancy won't cause
existing tenants to leave, or won't cause tenant renewals to be at lower rental
rates.

The tables on pages 8 and 9 of this Report further describe and summarize
certain operating data and tenant information for the Green Valley Property as
of December 31, 2004.

There are at present no options to purchase nor any contracts to purchase
the Green Valley Property.

-7-

TABLE 1. SUMMARY OF OPERATING AND TENANT INFORMATION AS OF DECEMBER 31, 2004

TENANT OCCUPYING>10%
OF GLA/NATURE SQUARE OCCUPANCY BASE RENT
LOCATION PROPERTY OF BUSINESS FEET RATE PER SQ.FT.
-------- -------- --------------------- ---- ---- ----------

Searcy, AR Town & Country 78,436 98.72% $6.28 (1)
Plaza

J.C. Penney 39,396 $5.22
Department Store

Dunlap Co. 15,600 $6.00
Junior Department
Store

Valencia, CA Old Orchard 103,413 100.00% $12.80 (1)
Shopping Ctr.
Albertson's 31,842 $9.42
Full Service Grocer

Rite Aid 18,125 $2.48
Pharmacy

Green Valley , AZ Green Valley Mall None (3) 173,359 69.16% $8.80 (1)

LEASE ANNUAL
LOCATION PROPERTY PERCENTAGE RENT & OTHER EXPIRATION R/E TAXES
-------- -------- ----------------------- ---------- ---------

Searcy, AR Town & Country $24,050
Plaza

1.5% of Sales in excess 8/31/2007
of $11,820,004. Pro-rata
reimbursement for real estate
taxes over the base year amount.
Common area maintenance
reimbursed at fixed intervals
over the lease term.

Common area maintenance 1/31/2006
and insurance reimbursement
capped at $7,800 annually and
$1,080 annually, respectively.
Real Estate taxes reimbursed over
the 2001 base year.

Valencia, CA Old Orchard $143,776
Shopping Ctr.
1.25% of Sales in excess 6/30/2006
of $38,000,000 less amounts
paid for property taxes, assessments
and insurance premiums. (2)

Rent is payable in an amount 5/31/2010
equal to 3% of the tenant's
gross sales for the previous month,
but not less than $45,000 annually.
Pays no reimbursed expenses.

Green Valley , AZ Green Valley Mall $172,292

(1) Represents the average rental rate including base and percentage rent per
square foot of leased space taking rental concessions and discounts into
consideration.

(2) Pro-rata reimbursement for real estate taxes, common area maintenance and
insurance.

(3) The sole space greater than 10% of GLA is currently vacant. Abco vacated
this space in May, 1999. The portion of the space leased to Family Dollar,
Inc.. was less than 10% of the rentable square footage of the Green Valley
Property.

-8-

TABLE 2. SUMMARY OF LEASE EXPIRATIONS AS OF DECEMBER 31, 2004

GROSS LEASEABLE
YEAR OF NUMBER OF AREA EXPIRING ANNUAL % OF GROSS ANNUAL
LOCATION PROPERTY LEASE EXPIRATION LEASES EXPIRING (IN SQUARE FEET) MINIMUM RENT MINIMUM RENT
-------- -------- ---------------- --------------- ---------------- ------------ ------------

Searcy, AR Town & Country Plaza 2005 3 4,760 $43,442 8.95%
2006 1 15,600 $93,600 19.29%
2007 2 45,369 $244,080 50.29%
2008 2 6,280 $48,956 10.09%
2011 2 5,422 $55,205 11.38%
Vacancies 1 1,005 - -
-- ------- ---------- -----
Total 11 78,436 $485,283 100.0%
===== == ======= ========== =====

Valencia, CA Old Orchard Shopping Center 2005 4 12,484 $195,680 16.11%
2006 4 36,994 $391,103 32.19%
2007 7 17,590 $272,846 22.46%
2008 5 9,180 $160,546 13.22%
2009 1 3,640 $58,968 4.85%
2010 1 18,125 $45,000 3.70%
2012 1 1,200 $22,055 1.82%
2014 1 4,200 $68,544 5.65%
-- ------- ---------- ------
Total 24 103,413 $1,214,742 100.0%
===== == ======= ========== =====

Green Valley, AZ Green Valley Mall M-T-M 2 10,442 $10,317 .98%
2005 25 29,714 $312,967 30.13%
2006 21 43,838 $426,464 41.01%
2007 6 6,972 $82,761 7.96%
2008 9 22,505 $155,013 14.90%
2009 3 6,425 $52,195 5.02%
Vacancies 19 53,463 - -
-- ------- ---------- -----
Total 85 173,359 $1,039,717 100.0%
====== == ======= ========== =====

-9-

CONCORD MILESTONE PLUS, L.P.
SCHEDULE III
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 2004

Capitalized
Subsequent
Initial Cost Write Down To Acquisition
------------ ---------- --------------
(same as last year) (same as last year)
Building &
Description and Location Encumbrances Land Improvements Total
- ------------------------ ------------ ---- ------------ -----

Town & Country Plaza $2,636,521 $430,000 $3,620,000 $0 $656,492 $4,706,492
Searcy, AR

Old Orchard Shopping Center 7,527,167 6,500,000 5,075,000 0 1,719,559 13,294,559
Valencia, CA

Green Valley Mall 4,979,681 5,100,000 4,587,000 1,042,966 1,222,638 9,866,672
--------- --------- --------- --------- --------- ---------
Green Valley, AZ

$15,143,369 $12,030,000 $13,282,000 $1,042,966 $3,598,689 $27,867,723
=========== =========== =========== ========== ========== ===========

Gross Amount
at which Carried at Close of Period
-----------------------------------
(same as last year)
Accumulated Date Depreciation
Description and Location Depreciation Acquired Life
- ------------------------ ------------ -------- ----

Town & Country Plaza $2,429,583 08/20/87 31.5 years
Searcy, AR

Old Orchard Shopping Center 3,884,988 01/22/88 31.5 years
Valencia, CA

Green Valley Mall 3,512,254 04/15/88 31.5 years
Green Valley, AZ

$9,826,826
==========

2004 2003
(A) Reconciliation of investment properties owned:

Beginning balance $27,760,324 $27,235,707
Property acquisitions/improvements 108,399 524,617
Write-down of property 0 0
----------- -----------

Balance at end of period $27,868,723 $27,760,324
=========== ===========

(B) Reconciliation of accumulated depreciation:
Beginning balance $9,107,354 $8,431,139
Depreciation expense 719,472 676,215
------- -------

Balance at end of period $9,826,826 $9,107,354
========== ==========

-10-

COMMITMENTS AND CONTINGENCIES

Investments in real property create a potential for environmental
liability on the part of the owner, operator or developer of such real property.
If hazardous substances are discovered on or emanating from any of the
Properties, the Partnership and/or others may be held strictly liable for all
costs and liabilities relating to the clean-up of such hazardous substances,
even if the problem was caused by another party or a tenant. As of March 1, 2005
the Partnership was not aware of any existing environmental conditions on the
Properties that will have a material effect on the financial statements.

ITEM 3. LEGAL PROCEEDINGS

None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None

-11-

PART II

ITEM 5. MARKET FOR REGISTRANT'S EQUITY SECURITIES, RELATED SECURITIES HOLDER
MATTERS AND SMALL BUSINESS ISSUER'S PURCHASES OF EQUITY SECURITIES

(a) Class A and Class B Interests are not traded on any established public
trading market or on any national securities exchange and are not quoted on any
national quotation system. No organized public market has developed for the
interests in the Partnership. Sales of Class A and Class B Interests occur from
time to time through independent broker-dealers, but to the best of the
Partnership's knowledge, as of March 1, 2005 there are no market makers for the
interests. Recently published information relating to other real estate limited
partnerships (which may or may not be analogous to the Partnership) indicates
that sales of limited partnership interests in those partnerships occur at
substantial discounts from the amounts of the original investments.

(b) As of February 25, 2005, 1,518,800 outstanding Class A Interests and
2,111,072 outstanding Class B Interests outstanding were held by approximately
951 and 1,026 holders, respectively.

(c) The Partnership is a limited partnership and, accordingly, does not pay
dividends. Distributions of cash are made to its partners, from time to time,
depending upon distributable cash flow and certain other conditions in the
discretion of the General Partner.

Pursuant to the Partnership Agreement, distributable cash flow (as defined
therein), if any, for each fiscal quarter is distributed as follows: (i) first,
99% to the holders of the Class A Interests as a group and 1% to the General
Partner until the holders of the Class A Interests have received an amount of
cumulative distributions necessary to provide such holders with a non-compounded
10.5% cumulative annual return (determined in accordance with the Partnership
Agreement); (ii) next, 90% to the holders of the Class A Interests and 10% to
the General Partner until the holders of the Class A Interests have received
distributions of distributable capital proceeds (i.e., net proceeds of a sale or
other disposition or a refinancing of Properties available for distribution) and
uninvested offering proceeds equal to $10.00 for each Class A Interest plus an
amount of cumulative distributions necessary to provide such holders with a
cumulative, non-compounded 12.5% annual return (determined in accordance with
the Partnership Agreement on their Adjusted Priority Base Amount as defined in
the Partnership Agreement) (a "12.5% Priority Return"); and (iii) thereafter,
85% to the holders of the Class B Interests, 5% to the holders of the Class A
Interests and 10% to the General Partner.

Pursuant to the Partnership Agreement, distributable capital proceeds are
distributed as follows: (i) first, 100% to the holders of the Class A Interests
as a group until they have received distributions of distributable capital
proceeds and uninvested offering proceeds equal to $10.00 for each Class A
Interest plus an amount of cumulative distributions necessary to provide such
holders with a 12.5% Priority Return; and (ii) thereafter, 85% to the holders of
the Class B Interests and 15% to the General Partner.

Distributable cash flow, as defined in the Partnership Agreement, means,
with respect to any period in the Partnership Agreement, (i) revenues and
payments (which do not include refundable deposits or unearned rent) of the
Partnership received in cash during such period, and reserves set aside out of
revenues during prior periods and no longer needed for the Partnership's
business, but not including cash proceeds attributable to a capital transaction
(as defined in the Partnership Agreement), Bond proceeds or capital
contributions (as defined), less (ii) the sum of (A) amounts paid in cash by the
Partnership during such period for operating expenses of the Partnership
(excluding amounts paid from reserves or funds provided by capital contributions
or loans), for debt payments, and for other fees or payments to the General
Partner, (B) any capital expenditures with respect to Properties, and (C) any
amount set aside for the restoration, increase or creation of reserves.
Distributable cash flow is deemed to include the amount of any income tax
withheld with respect to revenues that are includeable in distributable cash
flow.

The Partnership suspended making distributions with respect to Class A InterestS
subsequent to the second quarter of 1999, after determining that unrestricted
working capital levels were inadequate due to: (1) Abco vacating its space at

-12-

the Green Valley Property in May, 1999 and (2) several capital outlays for work
performed at the Properties.

There have been no distributions with respect to the Class B Interests. On
January 31, 2005, the Partnership made a cash distribution of $49,425.03 of
which $48,930.78 was paid to the holders of Class A interest and $494.25 was
paid to the General Partner.

In general, profits are allocated annually among the holders of Class A
Interests and Class B Interests and the General Partner, first in the ratio and
to the extent that they receive distributions of distributable cash flow.
Profits will next be allocated 100% to holders of Class A Interests until their
capital accounts equal the greater of zero or their Adjusted Priority Base
Amounts (as defined in the Partnership Agreement) plus their 12.5% Priority
Return. Any additional profits will be allocated to the holders of Class B
Interests and the General Partner to increase their capital accounts to reflect
the manner in which they are expected to share in further distributions.

Gain arising upon the sale of a Property or otherwise is allocated first to
holders of Class A Interests and Class B Interests and the General Partner to
eliminate any deficits in their capital accounts, and then to the holders of the
Class A Interests and Class B Interests and the General Partner to increase
their capital accounts to reflect the manner in which they are expected to share
in further distributions.

In general, losses are allocated first to the holders of Class B Interests
and the General Partner in the ratio and to the extent of any positive balances
in their capital accounts; then, to the holders of Class A Interests to the
extent of any positive balances in their capital accounts; and finally, 100% to
the General Partner.

(d) The Partnership does not have any compensation plans under which equity
securities of the Partnership are authorized for issuance.

(e) The Partnership did not sell any securities without registering the
securities under the Securities Act within the last 3 years.

(f) No purchases were made by or on behalf of the Partnership or any
"affiliated purchasers" (as defined in Rule 106-18Ia)(3) promulgated under the
Securities and Exchange Act of 1934 of Interests in the Partnership.

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.

Certain statements made in this report may constitute "forward-looking
statements" within the meaning of Section 27A of the Securities Act and Section
21E of the Exchange Act. See Part I.

The following discussion and analysis should be read in conjunction with
the Financial Statements of the Partnership and the notes thereto appearing in
Item 7 of this Report.

GENERAL

The Partnership commenced a public offering of Equity Units and Bond Units
(together, "Units") on April 8, 1987 in order to fund the Partnership's real
property acquisitions. The Partnership terminated the public offering of Units
on April 2, 1988. Each Equity Unit consists of 100 Class A Interests and 100
Class B Interests. Each Bond Unit consisted of $1,000 principal amount of the
Partnerships Escalating Rate Collateralized Mortgage Bonds and 36 Class B
Interests. On April 14, 1988, the Partnership held its final closing on the sale
of Units. The Partnership was fully subscribed to with a total of 16,452 Bond
Units and 15,188 Equity Units from which the Partnership received aggregate net
proceeds (after deduction of sales commissions, discounts and selling

-13-

agent's expense otherwise required to be reimbursed to the General Partner and
its Affiliates) of $29,285,960. The Partnership purchased three shopping centers
with the proceeds from this offering. No further acquisitions are planned and
the Partnership has no plans to raise additional capital.

On September 30, 1997, the Partnership closed three fixed rate first
mortgage loans in the original principal amounts of $2,865,000, $8,445,000 and
$5,400,000, on the Searcy, Valencia and Green Valley Properties, respectively.
All three Mortgage Loans are secured by first mortgages on each of the
Properties. The Partnership used the proceeds of the Mortgage Loans and
available cash to redeem all of the outstanding Bonds. The Mortgage Loans are
described in further detail in Item 2. "Description of Properties".

The Partnership has an agreement with Milestone Property Management, Inc.
("MPMI"), an affiliate of the General Partner and a subsidiary of MPI, to
provide management services to the Properties. In addition, MPMI is responsible
for leasing space at the properties and actively monitors all vacancies to
ensure the highest occupancy rate possible. All leasing of the Properties is
negotiated and arranged by MPMI and the terms of the leases are negotiated on a
lease by lease basis. During fiscal 2004, the Partnership paid or accrued
$149,372 to MPMI for management fees.

COMPETITION

Rental properties owned by the Partnership face substantial competition
from similar existing properties, or newly built properties, in the vicinity in
which such Properties are located. Such competition is generally for the
retention of existing tenants and for new tenants upon space becoming vacant.
Competition for tenants may result in the Partnership being unable to quickly
re-lease space, require the Partnership to reduce rents or provide rental
concessions to tenants, resulting in a decline in cash flows. The Partnership
believes that the profitability of each of the Properties is based, in part,
upon its geographic location, the operations and identity of the property's
tenants, the performance of the property and leasing managers, the maintenance
and appearance of the property, the ease of access to the property and the
adequacy of property related facilities. The Partnership also believes that
general economic circumstances and trends as well as the character and quality
of new and existing properties located in the vicinity of the Properties are
factors that may affect the operation and competitiveness of the Properties. See
Item 2 "Description of Properties", for further detail.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Management's discussion and analysis the Partnership's our financial
condition and results of operations are based upon the Partnership's financial
statements, which have been prepared in accordance with accounting principles
generally accepted in the United States of America. The preparation of these
financial statements requires that we make estimates and judgments that affect
the reported amounts of assets, liabilities, revenues and expenses, and related
disclosure of contingent assets and liabilities. At each balance sheet date,
management evaluates its estimates, including but not limited to, those related
to the recorded values of the Partnership's Properties and the possible
impairment of their carrying value, and the remaining useful lives of the
Partnership's Properties and other fixed assets, which is used for depreciation
purposes. Assessments are also made as to potential environmental liabilities
that may have been caused by tenants (or any other outside party) from their
occupancy at a Property. We base our estimates on historical experience, data
gathered during the operations of the Properties, and on various other
assumptions that are believed to be reasonable under the circumstances. Actual
results may materially differ from these estimates if our assumptions are not
accurate or under different conditions. The estimates and critical accounting
policies that are most important in fully understanding and evaluating our
financial condition and results of operations include those discussed above, as
well as the policies listed in the footnotes to our financial statements.

-14-

RESULTS OF OPERATIONS

COMPARISON OF YEAR ENDED DECEMBER 31, 2004 TO 2003

The Partnership recognized a net income of $117,638 for the year ended December
31, 2004 as compared to a net loss of $79,903 for the year ended December 31,
2003. The change is primarily due to the following factors:

An increase in revenue of the Partnership of $239,035 or 7.27%, to 3,526,564 in
the fiscal year ended December 31, 2004 from $3,287,527 in the fiscal year ended
December 31, 2003 the net increase is primarily due to:

o An increase in base rent of $202,784 collected by the Partnership due
to the increase in occupancy at the Valencia property

o an annual increase in base rent per square footage

o an increase in reimbursed expenses of $23,711 due to an increase in
common area maintenance and real estate tax reimbursed expenses at the
Green Valley Property.

An increase in expenses of $41,494 or 1.23% to $3,408,926 in the fiscal year
ended December 31, 2004 from $3,367,432 in the fiscal year ended December 31,
2003. The net increase was primarily due to:

o An increase in depreciation expense of $44,420 due to capital
expenditure incurred during 2003 and 2004 for roof replacement and
tenant improvements at the Valencia and Green Valley properties

o a decrease in management and property expenses of $57,368 due to a
decrease in insurance and various maintenance expenses at all the
Properties and due to the expenses incurred in 2003 related to the
leasing of the vacant space at the Green Valley and Valencia
properties not incurred during the year 2004 and

o an increase of professional fees and other expenses of $55,797 due to
increase in legal and accounting fees.

LIQUIDITY AND CAPITAL RESOURCES

The General Partner believes that the Partnership's expected revenue and
working capital is sufficient to meet the Partnership's current and foreseeable
future operating requirements. Nevertheless, because the cash revenues and
expenses of the Partnership will depend on future facts and circumstances
relating to the Partnership's properties, as well as market and other conditions
beyond the control of the Partnership, a possibility exists that cash flow
deficiencies may occur.

-15-

visibility of the remaining vacant space. This amount of square footage is no
longer leaseable. The Partnership has not identified a potential tenant for the
remaining 25,884 square feet, and the Partnership does not know what effect, if
any, this vacant space will have on the Green Valley Property, the other
tenants, or the ability of the Partnership to lease other vacant space at the
Green Valley Property.

The Partnership periodically makes distributions to its security holders.
The Partnership did not pay any distributions in 2004 and 2003. A 1998 fourth
quarter distribution of $50,001 was paid during February 1999. Also, a first
quarter distribution of $50,001 was paid during May 1999 and a second quarter
distribution of $20,002 was paid during August 1999. Distributions were
suspended after the second quarter of 1999 following the departure of Abco from
the Green Valley Property. Additionally, several capital projects were
undertaken and completed at the Properties. The Partnership will evaluate the
amount of future distributions, if any, on a quarter by quarter basis. On
January 31, 2005, the Partnership made a cash distribution of $49,425.03 of
which $48,930.78 was paid to the holders of Class A interests and $494.25 was
paid to the General Partner. No assurances can be given as to the timing or
amount of any future distributions by the Partnership. Management is not aware
of any other significant trends, events, commitments or uncertainties that will
or are likely to materially impact the Partnership's liquidity.

On October 1, 2007, the outstanding balance of the Partnership's Mortgage
Loans, estimated to be $14,247,304, will be due and payable. The General Partner
believes that it will have the ability to refinance and or otherwise satisfy
such obligations.

To assist the Partnership with its compliance with Section 404 of the
Sarbanes-Oxley Act of 2002, the Partnership will retain the services of outside
specialists. The Partnership anticipates that the costs associated with the
retention and use such consultants and advisors will be significant and material
to the Partnership. See "Section 404 Compliance" below.

Management is not aware of any other significant trends, events,
commitments or uncertainties that will or are likely to materially impact the
Partnership's liquidity.

The cash on hand at December 31, 2004 may be used for (a) the capital
requirements of the Partnership properties (b) January 31, 2005 distribution to
limited partners of $49,425 and (c) for other general Partnership purposes
including the Partnership's compliance with Section 404 of the Sarbanes-Oxley
Act of 2002. See "Section 404 Compliance" below.

Net cash provided by operating activities of $797,925 for the year ended
December 31, 2004 was comprised of (i) net income of $117,638, (ii) adjustments
of $758,193 for depreciation and amortization and (iii) a net change in
operating assets and liabilities of $77,906.

Net cash provided by operating activities of $679,275 for the year ended
December 31, 2003 was comprised of (i) net loss of $79,903, (ii) adjustments of
$713,773 for depreciation and amortization and (iii) a net change in operating
assets and liabilities of $45,405.

Net cash used in investing activities of $107,399 for the year ended
December 31, 2004 was comprised of capital expenditures for building
improvements.

Net cash used in investing activities of $524,617 for the year ended
December 31, 2003 was comprised of capital expenditures for building
improvements.

Net cash used in financing activities of $129,220 for the year ended
December 31, 2004 included (i) principal repayments on mortgage loans payable of
$275,482, and (ii) funds held in escrow of $146,262

-16-

Net cash used in financing activities of $252,674 for the year ended
December 31, 2003 included (i) principal repayments on mortgage loans payable of
$257,102, and (ii) funds held in escrow of $4,428.

CURRENT ACCOUNTING ISSUE

SFAS NO. 144

In August 2001, the FASB issued SFAS No. 144, "Accounting for the
Impairment or Disposal of Long-Lived Assets". SFAS No. 144 supercedes SFAS No.
121, "Accounting for the Impairment of Long-Lived Assets and Long-Lived Assets
to be Disposed of" and APB No. 30, "Reporting the Results of Operations -
Reporting the Effects of the Disposal of a Segment Business and Extraordinary,
Unusual and Infrequently Occurring Events and Transactions". SFAS No. 144
establishes a single accounting model for assets to be disposed of by sale,
whether previously held and used or newly acquired. SFAS No. 144 retains the
provisions of APB No. 30 for presentation of discontinued operations in the
income statement, but broadens the presentation to include a component of an
entity. SFAS No. 144 applies to fiscal years beginning after December 15, 2001
and the interim periods within. The adoption of SFAS No. 144 did not have any
impact on our financial position, results of operations or cash flow.

CONTRACTUAL OBLIGATIONS AND COMMITMENTS

The following table provides information with respect to our contractual
obligations at December 31, 2004.

Contractual Obligation Principal Payment Due by year
2005 2006 2007
Mortgage Loans $302,865 $328,891 $14,511,613

Off-Balance Sheet Arrangements

The Partnership has no off-balance sheet arrangements as contemplated by
Item 303(c) of Regulation S-B.

-17-

ITEM 7. FINANCIAL STATEMENTS

INDEX TO FINANCIAL STATEMENTS

PAGE NO.
1. Financial Statements:

Concord Milestone Plus, L.P.

1. Report of Independent Registered Public Accounting Firm..... 19

2. Balance Sheets, December 31, 2004 and December 31, 2003..... 20

3. Statements of Revenues and Expenses for the Years Ended
December 31, 2004 and 2003 ................................. 21

4. Statements of Changes in Partners' Capital for the Years
Ended December 31, 2004 and 2003 ........................... 22

5. Statements of Cash Flows for the Years Ended December
31, 2004 and 2003 .......................................... 23

6. Notes to Financial Statements .............................. 24

2. Financial Statements:

CM Plus Corporation

1. Report of Independent Registered Public Account Firm ....... 31

2. Balance Sheets, December 31, 2004 and December 31, 2003 .... 32

3. Notes to Balance Sheets .................................... 33

-18-

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors of CM Plus Corporation, General Partner of Concord
Milestone Plus, L.P.

We have audited the accompanying balance sheets of Concord Milestone Plus, L.P.
(the "Partnership") as of December 31, 2004 and 2003, and the related statements
of revenues and expenses, changes in partners' capital, and cash flows for each
of the two years in the period ended December 31, 2004. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Partnership is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Partnership's internal control over
financial reporting. Accordingly, we express no such opinion. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Concord Milestone Plus, L.P. at
December 31, 2004, and 2003, and the results of its operations, changes in
partners' capital and its cash flows for each of the two years in the period
ended December 31, 2004, in conformity U.S. generally accepted accounting
principles.

/s/ Ahearn, Jasco + Company, P.A.

Pompano Beach, Florida
February 17, 2005

-19-

CONCORD MILESTONE PLUS, L.P.
(a Limited Partnership)

BALANCE SHEETS

DECEMBER 31, 2004 and 2003

December 31, December 31,
2004 2003
------------ ------------
Property:
Building and improvements, at cost $16,880,689 $16,773,290
Less: accumulated depreciation 9,826,826 9,107,354
--------- ---------
Building and improvements, net 7,053,863 7,665,936
Land, at cost 10,987,034 10,987,034
--------- ---------
Property, net 18,040,897 18,652,970

Cash and cash equivalents 1,468,442 907,136
Accounts receivable 140,192 139,885
Restricted cash 93,904 240,166
Debt financing costs, net 86,168 117,502
Prepaid expenses and other assets, net 43,924 49,941
--------- ---------
Total assets $19,873,527 $20,107,600
========== ==========

Liabilities:
Mortgage loans payable $15,143,369 $15,418,851
Accrued interest 106,487 106,487
Deposits 121,714 114,445
Accrued expenses and other liabilities 187,953 270,155
Accrued expenses payable to affiliates 1,296
--------- ---------
Total liabilities 15,559,523 15,911,234
---------- ----------

Commitments and Contingencies

Partners' capital:
General partner (79,425) (80,601)
Limited partners:
Class A Interests, 1,518,800 4,393,429 4,276,967
Class B Interests, 2,111,072 - -
--------- ---------
Total partners' capital 4,314,004 4,196,366
--------- ---------
Total liabilities and partners' capital $19,873,527 $20,107,600
=========== ===========

See Accompanying Notes to Financial Statements

-20-

CONCORD MILESTONE PLUS, L.P.
(a Limited Partnership)

STATEMENTS OF REVENUES AND EXPENSES

FOR THE YEARS ENDED DECEMBER 31, 2004 and 2003

2004 2003
---- ----
Revenues:
Rent $2,865,703 $2,662,919
Reimbursed expenses 627,856 604,145
Interest and other income 33,005 20,465
---------- ----------
Total revenues 3,526,564 3,287,529
---------- ----------

Expenses:
Interest expense 1,269,814 1,284,434
Depreciation and amortization 758,193 713,773
Management and property expenses 1,037,016 1,094,384
Administrative and management fees
to related party 221,691 208,426
Professional fees and other expenses 122,212 66,415
---------- ----------

Total expenses 3,408,926 3,367,432
---------- ----------

Net income (loss) $117,638 $(79,903)
========== ==========

Net income (loss) attributable to:
Limited partners 116,462 $(79,104)
General partner 1,176 (799)
---------- ----------

Net income (loss) $117,638 $(79,903)
========== ==========

Income (loss) per weighted average
100 Class A
Interests outstanding, basic and diluted $7.75 $(5.26)
========== ==========

Weighted average number of 100
Class A interests outstanding 15,188 15,188
========== ==========

See Accompanying Notes to Financial Statements

-21-

CONCORD MILESTONE PLUS, L.P.
(a Limited Partnership)

STATEMENTS OF CHANGES IN PARTNERS' CAPITAL

FOR THE YEARS ENDED DECEMBER 31, 2004 and 2003

General Class A Class B
Total Partner Interests Interests
----- ------- --------- ---------

PARTNERS' CAPITAL (DEFICIT)
January 1, 2003 $4,276,269 $(79,802) $4,356,071 -
---------- --------- ---------- ---------

Net Loss (79,903) (799) (79,104) -
-------- ----- -------- ---------

PARTNERS' CAPITAL (DEFICIT)
December 31, 2003 4,196,366 (80,601) 4,276,967 -
--------- -------- --------- ---------

Net Income 117,638 1,176 116,462 -
------- ----- ------- ---------

PARTNERS' CAPITAL (DEFICIT)
December 31, 2004 $4,314,004 $(79,425) $4,393,429 -
---------- --------- ---------- ---------

See Accompanying Notes to Financial Statements

-22-

CONCORD MILESTONE PLUS, L.P.
(a Limited Partnership)

STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2004 and 2003

2004 2003
--------- ---------

CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $117,638 $(79,903)
Adjustments to reconcile net income (loss) to net
cash provided by operating activities:
Depreciation and amortization 758,193 713,773
Change in operating assets and liabilities:
(Increase) decrease in accounts receivable (307) 33,116
(Increase) decrease in prepaid expenses and other assets, net (1,370) 9,916
Decrease in accrued interest (0) (3,741)
(Decrease) increase in accrued expenses, and other liabilities (74,933) 5,824
(Decrease) increase in accrued expenses
payable to affiliates (1,296) 290
------ ---
Net cash provided by operating activities 797,925 679,275
------- -------

CASH FLOWS FROM INVESTING ACTIVITIES:
Property improvements (107,399) (524,617)
-------- --------

CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in restricted cash 146,262 4,428
Principal repayments on mortgage loans payable (275,482) (257,102)
-------- --------
Net cash used in financing activities (129,220) (252,674)
-------- --------

NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS 561,306 (98,016)

CASH AND CASH EQUIVALENTS,
BEGINNING OF THE YEAR (JAN 1) 907,136 1,005,152
------- ---------

CASH AND CASH EQUIVALENTS,
END OF THE YEAR (DEC 31) $1,468,442 $907,136
========== ========

SUPPLEMENTAL DISCLOSURE OF
CASH FLOW INFORMATION:

Cash paid during the year for interest $1,269,814 $1,288,175
========== ==========

See Accompanying Notes to Financial Statements

-23-

CONCORD MILESTONE PLUS, L.P.
NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2004 AND 2003

1. ORGANIZATION AND CAPITALIZATION

Concord Milestone Plus, L.P., a Delaware limited partnership (the
"Partnership"), was formed on December 12, 1986, to invest in existing
income-producing commercial and industrial real estate, such as shopping
centers, office buildings, free-standing commercial warehouses and distribution
centers. Currently, the Partnership owns and operates three shopping centers
(the "Properties"), one located in Searcy, Arkansas (the "Searcy Property"), one
located in Valencia, California (the "Valencia Property") and one located in
Green Valley, Arizona (the "Green Valley Property").

The Partnership commenced a public offering on April 8, 1987 in order to fund
the Partnership's real property acquisitions. The Partnership terminated its
public offering on April 2, 1988 and was fully subscribed to with a total of
16,452 Bond Units and 15,188 Equity Units issued. Each Bond Unit consisted of
$1,000 principal amount of the Partnership's Escalating Rate Collateralized
Mortgage Bonds (the "Bonds") due November 30, 1997 and 36 Class B Interests of
the Partnership ("Class B Interests"), each such interest representing an
assignment of one Class B Limited Partnership Interest held by CMP Beneficial
Corp., a Delaware corporation (the "Assignor"), an affiliate of the General
Partner, under the Amended and Restated Agreement of Limited Partnership of the
Partnership Agreement (the "Partnership Agreement"). Each Equity Unit consisted
of 100 Class A Interests ("Class A Interests") of the Partnership , each
interest representing an assignment of one Class A Limited Partnership Interest
held by the Assignor under the Partnership Agreement, and 100 Class B Interests.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF ACCOUNTING, FISCAL YEAR

The Partnership's financial statements are prepared following accounting
principles generally accepted in the United States of America ("GAAP"). The
Partnership's tax records are maintained on the accrual basis of accounting. Its
fiscal year is the calendar year.

CASH AND CASH EQUIVALENTS

The Partnership considers all highly liquid debt instruments purchased with a
maturity of three months or less to be cash equivalents. The Partnership
occasionally maintains cash balances in financial institutions in excess of the
federally insured limits.

REVENUE RECOGNITION AND CREDIT RISKS

Rental income is accrued as earned except when doubt exists as to
collectibility, in which case the accrual is discontinued. When rental payments
due under leases vary from a straight-line basis because of free rent periods or
stepped increases, income is recognized on a straight-line basis in accordance
with generally accepted accounting principles. Reimbursed expenses represent a
portion of property operating expense billed to the tenants, including common
area maintenance, real estate taxes and other recoverable costs. Expenses
subject to reimbursement are recognized in the period when the expenses are
incurred. Rental income based on a tenant's revenues ("percentage rent") is
accrued when a tenant reports sales that exceed a specified amount.

Management analyzes and adjusts the allowance for doubtful accounts based on
estimated collectibility.

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Management determines that an account needs to be allowanced depending on the
aging of the individual balances receivable, recent payment history, contractual
terms and other qualitative factors such as status of business relationship with
the tenants. The Partnership identifies past due accounts receivable and
invoices the related tenants for finance charges, which are included in the
accounts receivable. Accounts receivable are written off in the fiscal year when
all legal collection procedures have been exhausted. There was no allowance for
doubtful accounts receivable at December 31, 2004 and 2003.

PROPERTY

Property is carried at cost, and depreciated on a straight-line basis over the
estimated useful life of 31.5 years. Building improvements and other depreciable
assets are carried at cost, and depreciated on a straight-line basis using an
estimated useful life of 2 to 10 years. Leasehold improvements are amortized on
a straight-line basis over the lesser of the estimated useful life or the
remaining term of the lease. Total depreciation expense was $719,472, and
$676,215 in 2004 and 2003, respectively. Expenditures for routine maintenance
and repairs are charged to expense as incurred.

The Partnership individually reviews each of its Properties for possible
impairment at least annually, and more frequently if circumstances warrant.
Impairment is determined to exist when the carrying amount of a property exceeds
its fair value. An impairment loss is recognized if the carrying amount is not
recoverable and exceeds fair value. The carrying amount of a property is not
recoverable if it exceeds the sum of future net undiscounted cash flows expected
from the property. No write downs for impairment of property investments were
recorded in 2004 and 2003.

The determination of a property's fair value is based, not only upon future cash
flows, which rely upon estimates and assumptions including expense growth,
occupancy and rental rates, but also upon market capitalization and discount
rates as well as other market indicators specific to each property. The
Partnership believes that the estimates and assumptions used are appropriate in
evaluating the recoverability of the carrying amount of the Partnership's
Properties. However, changes in market conditions and circumstances may occur in
the near term which would cause these estimates and assumptions to change,
which, in turn, could cause the amounts ultimately realized upon the sale or
other disposition of the properties to differ materially from their carrying
value. Such changes may also require future impairment write-downs in accordance
with accounting rules.

INCOME TAXES

The Partnership makes no provision for income taxes because all income and
losses are allocated to the partners and holders of Class A Interests and Class
B Interests for inclusion in their respective tax returns. The tax bases of the
Partnership's net assets and liabilities are $3,668,823 and $3,471,499 higher
than the amounts reported for financial statement purposes at December 31, 2004
and 2003, respectively, due to the utilization of different estimated useful
lives for the depreciation of property for tax and financial reporting purposes
and the write-down of property during 1993 and 1994 for financial reporting
purposes.

DEBT FINANCING COSTS

The costs to obtain the Mortgage Loans (see Note 6) were capitalized and are
being amortized over the term of such mortgages using the effective interest
method. The accumulated amortization of the debt financing costs was $57,566 and
$51,343 at December 31, 2004 and 2003, respectively.

INCOME (LOSS) PER CLASS A INTEREST

The Partnership follows the provisions of Statement of Financial Accounting
Standards ("SFAS") No.128, "Earnings per Share". SFAS No.128 requires a
presentation of basic earnings per share and also requires dual

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presentation of basic and diluted earnings per share on the face of the
statement of operations for all entities with complex capital structures. The
Partnership has no dilutive interests. Income (loss) per Class A Interest
amounts are computed by dividing net income (loss) allocable to the limited
partners by the weighted average number of 100 Class A Interests outstanding
during the year.

STATEMENT OF COMPREHENSIVE INCOME (LOSS)

A statement of comprehensive income (loss) has not been included per SFAS
No.130, "Reporting Comprehensive Income", as the Partnership has no items of
other comprehensive income (loss). Comprehensive loss is the same as net (loss)
income for each period presented.

STATEMENT OF DISCLOSURES ABOUT SEGMENTS OF AN ENTERPRISE AND RELATED INFORMATION

SFAS No.131, "Disclosures about Segments of an Enterprise and Related
Information," establishes annual and interim reporting standards for an
enterprise's operating segments and related disclosures about its products,
services, geographic areas and major customers. The Partnership's operations are
within one reportable segment.

USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS

The preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Significant estimates include the
assumptions used in evaluating the properties for impairment. Actual results
could materially differ from those estimates.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENT

In December 2004, the FASB issued SFAS No. 123 (revised), "Share-Based Payment"
which requires the measurement of all employee share-based payments to
employees, including grants of employee stock options, using a fair-value-based
method and the recording of such expense in the statement of operations. The
accounting provisions of SFAS 123R are effective for reporting periods beginning
after June 15, 2005. We believe that SFAS 123R will have no significant effect
on the financial position, results of operations, and cash flows of the
Partnership.

In December 2004, the FASB issued SFAS No. 153, "Exchanges of Nonmonetary
Assets". This statement amends the guidance in APB Opinion No.29, "Accounting
for Nonmonetary Transactions". APB 29 provided an exception to the basic
measurement principle (fair value) for exchanges of similar assets, requiring
that some nommonetary exchanges be recorded on a carryover basis. The provisions
of SFAS 153 are effective for exchanges of nonmonetary assets occurring in
fiscal periods beginning after June 15, 2005. We believe that SFAS 153 will have
no significant effect on the financial position, results of operations, and cash
flows of the Partnership.

In December 2004, the FASB issued SFAS No. 152, "Accounting for Real Estate
Time-Sharing Transactions". This statement amends the guidance in FASB
Statements No. 66 and 67 to make reference to the AICPA Statement of Position
04-2, "Accounting for Real Estate Time-Sharing Transactions", and states that
the guidance for incidental operations and costs incurred to sell real estate
projects does not apply to real estate time-sharing transactions. The provisions
of SFAS No. 152 are effective for fiscal years beginning after June 15, 2005. We
believe that SFAS 152 will have no impact on the financial position, results of
operations, and cash flows of the Partnership as the Partnership does not have
time-sharing transactions.

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3. PARTNERSHIP AGREEMENT

Pursuant to the terms of the Partnership Agreement, the general partner of the
Partnership, CM Plus Corporation, a Delaware corporation (the "General
Partner"), is liable for all general obligations of the Partnership to the
extent not paid by the Partnership. The General Partner is wholly owned by
Milestone Properties, Inc. ("MPI").

Holders of Class A Interests and Class B Interests are not liable for expenses,
liabilities or obligations of the Partnership beyond the amount of their
contributed capital.

All distributable cash, capital proceeds, profit, gain or loss from Partnership
operations are generally allocated 1 percent to the General Partner and 99
percent to the holders of Class A Interests. The holders of Class B Interests
were specifically allocated certain organization and offering expenses to the
extent of their positive capital account balances, thus reducing their account
balance to zero. After the holders of Class A Interests have received the 12.5
percent Priority Return (as defined in the Partnership Agreement) all
distributable cash is allocated in a ratio of 85 percent to the holders of Class
B Interests, 5 percent to the holders of Class A Interests and 10 percent to the
General Partner.

Since the inception of the Partnership, all income and distributable cash with
respect to the Equity Units has been allocated to the holders of Class A
Interests because they have not received the 12.5 percent Priority Return.
Therefore, no income has been allocated to the holders of Class B Interests.

4. PROPERTIES AND RENT INCOME

On August 20, 1987, the Partnership purchased the Searcy Property, a shopping
center in Searcy, Arkansas from Concord Milestone Plus of Arkansas Limited
Partnership, an affiliated entity at the date of the purchase, for $4,050,000.

On January 22, 1988, the Partnership purchased the Valencia Property, a shopping
center in Valencia, California from Concord Milestone Plus of California Limited
Partnership, an affiliated entity at the date of the purchase, for $11,575,000.

On April 15, 1988, the Partnership purchased the Green Valley Property, a
shopping center in Green Valley, Arizona from Concord Milestone Plus of Arizona
Limited Partnership, an affiliated entity at the date of the purchase, for
$9,687,000.

Minimum base rental income under non-cancelable tenant lease agreements, having
lease terms expiring from one to eight years, at December 31, 2004 are as
follows:

Year Ended
December 31 Amount
- -------------- ---------------
2005 $2,579,689
2006 1,728,787
2007 980,340
2008 546,832
2009 215,468
Thereafter 503,472
-------
Total $6,554,588
==============

The above table does not include contingent rental amounts. The total contingent
rentals received in 2004 and 2003, were $185,258 and $184,849, respectively. A
majority of the leases contain provisions for additional rent

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calculated as a specified percentage of the tenant's gross receipts above fixed
minimum amounts and/or reimbursement of all or a portion of the tenant's pro
rata share of real estate taxes, insurance and common area maintenance expenses.
Albertson's, Inc. generated 10.33% and 11.07% of total revenue of the
Partnership in 2004 and 2003.

5. RELATED PARTY TRANSACTIONS

The Partnership pays fees to Milestone Property Management, Inc. ("MPMI"), an
affiliate of the General Partner and a subsidiary of MPI, for customary property
management services ("Management Fees") equal to a percentage of gross revenues
from the Properties, not to exceed 5 percent. The Management Fees are 3 percent
for the Searcy Property, 4 percent for the Valencia Property and 5 percent for
the Green Valley Property. Management Fees incurred for the years ended December
31, 2004 and 2003 were $149,372 and $137,870, respectively.

The Partnership accrued and paid $72,319 to MPI, the parent of the General
Partner, for administrative services for the year ended December 31, 2004. For
the year ended December 31, 2003, the Partnership accrued and paid $70,555 to
MPI, for administrative and management fees.

6. MORTGAGE LOANS PAYABLE

As of September 30, 1997, the Partnership closed three fixed rate first mortgage
loans (the "Mortgage Loans") in the initial principal amounts of $2,865,000
(Searcy), $8,445,000 (Valencia) and $5,400,000 (Green Valley). All three
Mortgage Loans are secured by cross-collateralized first mortgages on the
Partnership's shopping centers.
The Mortgage Loans and related terms at December 31, 2004 are summarized as
follows:

OUTSTANDING
PRINCIPAL FIXED MONTHLY
BALANCE AT ANNUAL PAYMENTS OF
DECEMBER INTEREST PRINCIPAL
PROPERTY/LOCATION 31, 2004 RATE % AND INTEREST
- ----------------- -------- ------ ------------
Searcy, AR $2,636,521 8.125 $21,640
Valencia, CA 7,527,167 8.125 65,881
Green Valley, AZ 4,979,681 8.250 41,252
--------- ------
Total $15,143,369 $128,773
=========== ========

The Mortgage Loans require payments of principal and interest through and
including September 1, 2007. On October 1, 2007, the outstanding balance of
principal and interest estimated to be $2,505,981, $7,003,227, and $4,738,096
for the Searcy, Valencia and Green Valley Properties, respectively, will be due
and payable. Subsequent to October 31, 2003 and prior to May 31, 2007 each
Mortgage Loan may be prepaid in whole but not in part on any payment date with a
prepayment penalty equal to the greater of (i) 1% of the outstanding principal
balance at such time, or (ii) the excess, if any, of the present value of the
remaining scheduled principal and interest payments (including any balloon
payment) over the amount of principal being prepaid. The Mortgage Loans may be
prepaid without penalty on any payment date after May 31, 2007.
The scheduled principal payments of the Mortgage Loans at December 31, 2004 are
as follows:

Year Ending
December 31 Amount
----------- ------
2005 $302,865
2006 328,891
2007 14,511,613
-----------
Total $15,143,369
===========

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The General Partner of the Partnership guarantees certain limited recourse
obligations under the Mortgage Loans.

7. FAIR VALUE OF FINANCIAL INSTRUMENTS

The following estimated fair values were determined by the Partnership using
available market information and valuation methodologies considered appropriate
by management. However, considerable judgement is necessary to interpret and
apply market data to develop specific fair value estimates for given financial
instruments, and the use of different market assumptions and/or estimation
methodologies could have a material effect on reported fair value amounts.
Accordingly, the estimates presented herein are not necessarily indicative of
the amounts that could be realized upon disposition of the Partnership's
financial instruments.

Cash and cash equivalents, accounts receivable and accrued expenses and other
liabilities are reflected in the balance sheets at cost, which is considered by
management to reasonably approximate fair value due to their short term nature.

The Partnership estimates the fair value of its long term fixed rate Mortgage
Loans generally using discounted cash flow analysis based on current rates for
similar types of debt. At December 31, 2004, the fair value of the Mortgage
Loans was estimated to be $16,354,195 compared to a carrying value amount of
$15,143,369. The fair value estimates presented herein are based on information
available as of December 31, 2004. Although management is not aware of any
factors that would significantly affect the estimated fair value amounts, a
comprehensive re-evaluation of all of the mortgage loans has not been performed
for purposes of these financial statement disclosures.

8. COMMITMENTS AND CONTINGENCIES

Abco, the former principal anchor tenant at the Green Valley Property vacated
its space in May, 1999. This space represents about 20% of the Green Valley
Property's leaseable area. The Partnership has retained a succession of several
regional real estate brokerage firms to help market the space. A new Safeway
Supermarket near the Green Valley Property that was built in 2002 has
effectively negated the potential of a supermarket as a replacement tenant for
the former Abco tenant. In March 2003, a lease was executed with Family Dollar,
Inc. for 9,571 of the 38,983 total square footage, formerly leased by Abco. The
Partnership delivered the premises to Family Dollar in June 2003 and the lease
was effective beginning August 2003. Rent payments of $3,982.50 per month
commenced in August 2004 and continue through December 2008 with four 5 years
options to renew unless the lease is breached or otherwise terminated. In
accordance with applicable accounting principles, the Partnership is recognizing
rent income over the full term of the lease, including the "free-rent" period
from August 2003 through July 2004. In conjunction with the work performed in
preparing the building to be subdivided and to accommodate Family Dollar, an
approximate 3,528 square foot area was reconfigured since it restricted the
visibility of the remaining vacant space. This amount of square footage is no
longer leaseable. The Partnership has not identified a potential tenant for the
remaining 25,884 square feet, and the Partnership does not know what effect, if
any, this vacant space will have on the Green Valley Property, the other
tenants, or the ability of the Partnership to lease other vacant space at the
Green Valley Property.

Many of the tenants at the Green Valley Property have initial lease terms of
less than two years. The Partnership will incur expenses in releasing the
remaining vacant Abco space and cannot predict how soon such space will be
leased and the terms of such new lease or leases. To date the vacancy of the
Abco space has not had a material adverse effect on the results of operations at
the Green Valley Property by impairing the Partnership's ability to retain other
tenants or to renew their leases on favorable terms. However, no assurances can
be given that the remaining Abco space vacancy won't cause existing tenants to
leave, or won't cause tenant renewals to be at lower rental rates. The General
Partner can not guarantee that the tenants with leases expiring in 2005 and in
future years will renew such leases at the current rate or at all.

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Investments in real property create a potential for environmental liability on
the part of the owner, operator or developer of such real property. If hazardous
substances are discovered on or emanating from any of the Properties, the
Partnership and/or others may be held strictly liable for all costs and
liabilities relating to the clean-up of such hazardous substances, even if the
problem was caused by another party or a tenant. The Partnership is not aware of
any existing environmental conditions that will have a material effect on the
financial statements.

From time to time, the Partnership is exposed to claims, regulatory, and legal
actions in the normal course of business, some of which are initiated by the
Partnership. At December 31, 2004, management believes that any such outstanding
issues can be resolved without significantly impairing the financial condition
of the Partnership.

9. SUBSEQUENT EVENT

On January 31, 2005, the Partnership made a cash distribution of $49,425.03 of
which $48,930.78 was paid to the holders of Class A interests and $494.25 was
paid to the General Partner.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors of CM Plus Corporation

We have audited the accompanying balance sheets of CM Plus Corporation (the
"Corporation"), as of December 31, 2004 and 2003. These financial statements are
the responsibility of the Corporation's management. Our responsibility is to
express an opinion on the balance sheets based on our audit.

We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining , on a
test basis, evidence supporting the amounts and disclosures in the balance
sheets. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
balance sheets presentation. We believe that our audit provides a reasonable
basis for our opinion.

In our opinion, the balance sheets referred to above present fairly, in all
material respects, the financial position of CM Plus Corporation at December 31,
2004 and 2003 in conformity with U.S. generally accepted accounting principles.

/s/ Ahearn, Jasco + Company, P.A.

AHEARN, JASCO + COMPANY, P.A.
Certified Public Accountants

Pompano Beach, Florida
March 2, 2005

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CM PLUS CORPORATION

BALANCE SHEETS
DECEMBER 31, 2004 AND 2003

2004 2003
Assets:
Cash and cash equivalents $3,834 $4,018
------ ------
Total Assets $3,834 $4,018
====== ======

Liabilities and Stockholder's Deficit:
Investment deficit in Partnership $79,424 $80,601
------- -------

Commitments and Contingencies

Stockholder's Deficit:
Common Stock, no par value; 3,000 shares
authorized; 1,100 shares issued and outstanding 11,000 11,000

Accumulated Deficit (86,590) (87,583)
------- -------

Total stockholder's deficit (75,590) (76,583)
------- -------

Total liabilities and stockholder's deficit $3,834 $4,018
====== ======

See Accompanying Notes to Balance Sheets

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CM PLUS CORPORATION
NOTES TO BALANCE SHEETS

December 31, 2004 and 2003

1. ORGANIZATION

CM Plus Corporation, (the "Corporation"), a Delaware corporation was formed
on December 2, 1986, to act as the general partner for Concord Milestone
Plus, L.P. (the "Partnership") and in that regard the purpose of the
Corporation is to engage in any lawful act or activity for which
corporations may be organized under the General Corporation Law of the
State of Delaware. The Corporation is wholly owned by Milestone Properties,
Inc.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF ACCOUNTING, FISCAL YEAR

The Corporation's balance sheet is prepared following accounting principles
generally accepted in the United States of America ("GAAP"). Its fiscal
year is the calendar year.

CASH AND CASH EQUIVALENTS

The Corporation considers all highly liquid debt instruments purchased with
a maturity of three months or less to be cash equivalents.

INCOME TAXES

The Corporation accounts for income taxes in accordance with the Statement
of Financial Accounting Standards (SFAS) No. 109, "Accounting for Income
Taxes." Deferred taxes are provided on a liability method whereby deferred
tax assets are recognized for deductible temporary differences, operating
loss carryforwards, and tax credit carryforwards, and deferred tax
liabilities are recognized for taxable temporary differences. Temporary
differences are the differences between the reported amounts of assets and
liabilities and their tax bases. Deferred tax assets are reduced by a
valuation allowance when, in the opinion of management, it is more likely
than not that some portion or all of the deferred tax assets will not be
realized. Deferred tax assets and liabilities are adjusted for the effects
of changes in tax laws and rates on the date of enactment. All deferred tax
assets generated by the net operating losses of the Corporation have been
offset in their entirety by a valuation allowance.

ACCOUNTING FOR THE INVESTMENT IN A PARTNERSHIP

Since December 12, 1986, the Corporation has owned an approximately 1%
interest in the Partnership as general partner. In accordance with
applicable accounting principles, the investment is accounted for using the
equity method.

USE OF ESTIMATES

The preparation of the balance sheet in conformity with GAAP requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the balance sheet. Actual results could
materially differ from those estimates.

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3. INVESTMENT DEFICIT IN PARTNERSHIP

The Corporation originally contributed $10,000 to acquire its interest in
the Partnership and it has not been required to make any further
contributions to capital.

Since inception, the Corporation has recorded net loss from the Partnership
in the amount of $89,424 as of December 31, 2004, and net loss of $90,601
as of December 31, 2003. The Corporation may be liable to fund this deficit
upon the termination or liquidation of the Partnership.

4. STOCKHOLDER'S EQUITY

The Corporation has 3,000 shares of common stock authorized. 1,100 shares
were issued for an original investment of $11,000.

5. COMMITMENT AND CONTINGENCIES

The Corporation guarantees the payment and performance of the Guaranteed
Obligations of the Partnership as defined in the mortgages encumbering the
Partnership's properties. The Guaranteed Obligations are the unpaid
balance(s) of the debt(s) in the event of (1) any fraud or material
misrepresentation by the Partnership or the Corporation in connection with
the original securing of certain Partnership mortgage loan(s) or (ii) the
Partnership's failure to make the first full payment of principal and
interest due under the note(s). As of December 31, 2004 the outstanding
balance of the mortgage debt total $15,143,369. The Guaranteed Obligations
shall also include the indemnification of and holding harmless the lender
from any loss, cost, damage, expense, claim or other obligation arising out
of or in connection with any of the following:

(a) any breach by the Partnership of the Environmental Agreement (as
defined in the Note), including the indemnification provisions
contained therein;

(b) the Partnership's failure to obtain lender's prior written consent to
(a) any subordinate financing or any other encumbrance on the
Partnership's property (as defined in the Mortgage), or (b) any
transfer of the Partnership's property or majority ownership in
Partnership in violation of the mortgage;

(c) any litigation or other legal proceeding related to the debt that
delays or impairs lender's ability to preserve, enforce or foreclose
its lien on the Partnership's property, including, but not limited to,
the filing of a voluntary or involuntary petition concerning the
Partnership under the U.S. Bankruptcy Code, in which action a claim,
counterclaim, or defense is asserted against lender, other than any
litigation or other legal proceeding in which a final, non-appealable
judgment for money damages or injunctive relief is entered against
lender;

(d) the Partnership's failure to pay required taxes, assessments, and
insurance premiums payable with respect to the Partnership's property
or to maintain the required escrows therefor, to the extent that
monies are not paid by Partnership in escrow for the payment of such
amounts, except for any amounts applicable to the period after
foreclosure of lender's lien on the Partnership's property, or the
delivery by Partnership of a deed to the Partnership's property in
lieu of foreclosure (which deed has been accepted by lender in
writing), or the appointment of a receiver for the Partnership's
property;

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(e) the gross negligence or willful misconduct of the Partnership, its
agents, affiliates, officers or employees which causes or results in a
diminution, or loss of value, of the Partnership's property that is
not reimbursed by insurance or which gross negligence or willful
misconduct exposes lender to claims, liability or costs of defense in
any litigation or other legal proceeding;

(f) the seizure or forfeiture of the Partnership's property, or any
portion thereof, or lender's interest therein, resulting from criminal
wrongdoing by any person or entity other than lender under any
federal, state or local law;

(g) (i) any physical waste of the Partnership's property caused by the
intentional or grossly negligent act(s) or omission(s) of the
Partnership, its agents, affiliates, officers and employees, (ii) the
failure by the Partnership to maintain, repair or restore any part of
the Partnership's property as may be required by the Mortgage or any
of the other loan documents to the extent of all gross revenues that
have been generated by the the Partnership's property following the
date which is eighteen (18) months' prior to notice to the Partnership
from lender of such failure to maintain, repair or restore any part of
the the Partnership's property and that have not been applied to pay
any portion of the debt, reasonable an customary operating expenses
and capital expenditures for the Partnership's property paid to third
parties not affiliated (directly or indirectly) with the Partnership,
taxes and insurance premiums for the Partnership's property and
escrows deposited with lender, or (iii) the removal or disposal of any
portion of the Partnership's property after an event of default under
the loan documents to the extent such the Partnership's property is
not replaced by the Partnership with like property of equivalent
value, function and design;

(h) the misapplication or conversion by the Partnership of any insurance
proceeds paid by reason of any loss, damage or destruction to the
Partnership's property; and any awards or amounts received in
connection with the condemnation of all or a portion of the
Partnership's property and not used by The Partnership for restoration
or repair of the Partnership's property.

(i) the Partnership's failure to pay in accordance with the terms of the
Mortgage any charges for labor or materials or other charges for work
performed or materials furnished prior to foreclosure that can create
liens on any portion of the Partnership's property, to the extent of
the amount rightfully claimed by the lien claimant, or found in any
legal proceeding to be owed to the lien claimant, and not so paid;

(j) the Partnership's failure to deliver any security deposits collected
with respect to the Partnership's property to lender or any other
party entitled to receive such security deposits under the loan
documents following an event of default; and

(k) any rents (including advanced or prepaid rents), issues, profits,
accounts or other amounts generated by or related to the Partnership's
property attributable to, or accruing after an event of default, which
amounts were collected by the Partnership or its property manager and
not turned over to the lender or used to pay unaffiliated third
parties for reasonable and customary operating expenses and capital
expenditures for the Partnership's property, taxes and insurance
premiums with respect to the Partnership's property and any other
amounts required to be paid under the loan documents with respect to
the Partnership's property.

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.

During the Partnerships last two fiscal years, the Partnership's
principal independent accountants did not resign and were not dismissed and no
disagreements with such accountants on accounting and financial disclosure
occurred.

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ITEM 8A. CONTROLS AND PROCEDURES.

The President and Controller of CM Plus Corporation, the general partner of
the Partnership, have evaluated, in accordance with Rules 13a-15 and 15d-15 of
the Securities Exchange Act of 1934 (the "Act"), the effectiveness of the
Partnership's disclosure controls and procedures (as defined in Rules 13a-15(e)
and 15d-15(e) of the Act) as of the end of the period covered by this report.
Based on that evaluation, The President and Controller of CM Plus Corporation
have concluded that as of the end of the period covered by this report the
Partnership's disclosure controls and procedures are effective to provide
reasonable assurance that information required to be disclosed by the
Partnership and its subsidiaries in the reports it files or submits under the
Act is recorded, processed, summarized and reported within the time periods
specified in the SEC's rules and forms.

There was no change in the Partnership's internal control over financial
reporting identified in connection with the evaluation required by Rules 13a-15
and 15d-15 of the Act that occurred during the Partnership's last fiscal quarter
that has materially affected, or is likely to materially affect, the
Partnership's internal control over financial reporting.

Section 404 Compliance

Section 404 of the Sarbanes-Oxley Act of 2002 (the "S-O Act") requires the
Partnership to include an internal control report from management in its Annual
Report on Form 10-KSB for the year ended December 31, 2006 and in subsequent
Annual Reports thereafter. The internal control report must include the
following (i) a statement of management's responsibility for establishing and
maintaining adequate control over financial reporting, (ii) a statement
identifying the framework used by management to conduct the required evaluation
of the effectiveness of the Partnership's internal control over financial
reporting, (iii) management's assessment of the effectiveness of the
Partnership's internal control over financial reporting as of December 31, 2006,
including a statement as to whether or not internal control over financial
reporting is effective, and (iv) a statement that the Partnership's independent
auditors have issued an attestation on management's assessment of internal
control over financial reporting.

In order to achieve compliance with Section 404 of the S-O Act within the
required timeframe, the Partnership and the General Partner will conduct a
process to document and evaluate the Partnership's internal control over
financial reporting. The Partnership plans to dedicate internal resources and
develop a detailed work plan to (i) assess and document the adequacy of internal
control over financial reporting, (ii) take steps to improve control processes
where required, (iii) validate through testing that controls are functioning as
documented, and (iv) implementing a continuous reporting and improvement process
for internal control over financial reporting. The Partnership expects to
validate any potential control deficiencies and to assess whether or not they
rise to the level of significant deficiencies or material weaknesses.

To ensure that the Partnership addresses these issues thoroughly,
effectively and in a timely manner, it will supplement its internal project team
with the services of outside consultants and advisors. The Partnership will
conduct a search for and interview outside specialists to assist with its plans
to comply with Section 404. In the second quarter of 2006, the Partnership
anticipates that the costs associated with the retention and use of such
consultants and advisors could range between $100,000 to $150,000 and will be
significant and material to the Partnership.

-36-

ITEM 8B. OTHER INFORMATION.

None

-37-

PART III

ITEM 9. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.

The Partnership has no directors or executive officers. The names,
positions and offices held and the ages of the directors and executive officers
of the General Partner and of CMP Beneficial Corp. are as follows:

HAS SERVED AS A
DIRECTOR AND/OR
NAME AGE POSITION HELD OFFICER SINCE (1)
---- --- ------------- -----------------

Leonard S. Mandor (3) 58 President December 3, 1986
and Director

Robert A. Mandor (3) 53 Vice President December 3, 1986
and Director

Joseph P. Otto 51 Vice President October 3, 1997
and Secretary

Patrick Kirse 36 Treasurer and October 3, 1997
Controller

(1) Each director and officer of the General Partner and CMP Beneficial Corp.
will hold office until the next annual meeting of the General Partner and
CMP Beneficial Corp. and until his successor is elected or appointed and
qualified.

(2) The General Partner was incorporated on December 12, 1986 and CMP
Beneficial Corp. was incorporated on December 18, 1986.

(3) Robert A. Mandor and Leonard S. Mandor are brothers.

LEONARD S. MANDOR is the Chairman of the Board, Chief Executive Officer and
a Director of MPI and has been associated with Milestone Properties, Inc., the
parent of the General Partner ("MPI") since its inception in 1989.

ROBERT A. MANDOR is the President, Chief Financial Officer, and a Director
of MPI and has been associated with MPI since its inception in 1989.

JOSEPH P. OTTO was appointed Vice President and Secretary of CM Plus
Corporation, the General Partner of Concord Milestone Plus, L.P. in October
1997. Mr. Otto is also a Vice President of MPI and has been associated with MPI
since its inception in 1989.

PATRICK KIRSE was appointed Treasurer and Controller of CM Plus
Corporation, the General Partner of Concord Milestone Plus, L.P. in October
1997. Mr. Kirse also serves as a Vice President of MPI. He is a CPA licensed in
the state of Missouri. Before joining MPI in 1995 he worked as a senior auditor
with Deloitte & Touche LLP since 1991. Mr. Kirse is also the Treasurer and Chief
Financial Officer for The Watershed Treatment Programs, Inc., a drug and alcohol
treatment center.

-38-

The Audit Committee of the General Partner acts as the Audit Committee of
the Partnership. The Audit Committee of the General Partner is comprised of
Patrick. S. Kirse, Gregory McMahon and Steven M. Auerbacher. The Board of
Directors of CM Plus, Corporation, the general partner of Concord Milestone
Plus, L.P., has determined that Gregory McMahon is the independent member of the
Audit Committee and serves as its financial expert as such terms are defined by
Securities and Exchange Commission.

CODE OF ETHICS

The General Partner, on behalf of the Partnership, has adopted a "code of
ethics" as defined by applicable rules of the Securities and Exchange
Commission, which is applicable to the principal executive officer, principal
financial officer, principal accounting officer and other senior financial
officers, directors and employees (and such officers and directors of the
General Partner, to the extent they are acting in such capacities for the
Partnership). If the Partnership makes any amendments to the code of ethics for
its senior officers or directors (and such officers and directors of the General
Partner, to the extent they are acting in such capacities for the Partnership)
or grants any waivers, including implicit waivers, from a provision of this code
to such persons, the Partnership will disclose the nature of the amendment or
waiver, its effective date and to whom it applies in a report on Form 8-K filed
with the Securities and Exchange Commission.

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Based on the General Partner's review of Forms 3, 4 and 5 furnished to the
Partnership, there were no late reports filed during fiscal year ended December
31, 2004.

ITEM 10. EXECUTIVE COMPENSATION.

No officer or director of the Partnership or the General Partner received
any direct or indirect compensation from the Partnership during the fiscal year
ended December 31, 2004.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED HOLDERS MATTERS.

(a) The General Partner knows of only one beneficial owner of five percent
or more of the issued and outstanding Class A Interests. The General Partner
knows of only one beneficial owner of five percent or more of the issued and
outstanding Class B Interests, the information as to which is set forth below as
of February 25, 2005.

AMOUNT AND
NATURE OF PERCENT
TITLE NAME AND ADDRESS OF BENEFICIAL OF
OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS**
- ------------- ---------------- --------- ------------

Class A (1) KM Investments LLC 98,068 6.457%*
Interests 155 N Lake Ave, #1000
Pasadena, CA 91101

(1) Everest Management LLC 45,190 2.9754%*
155 N Lake Ave, #1000
Pasadena, CA 91101

Under Everest Properties II, LLC management

-39-

Class B (1) The Guardian Life Insurance 572,292 27.11%**
Company of America
203 Park Avenue South
New York, NY 10003

(2) KM Investments LLC 98,284 4.656%**
155 N Lake Ave, #1000
Pasadena, CA 91101

(2) Everest Management LLC 45,370 2.149%**
155 N Lake Ave, #1000
Pasadena, CA 91101

(3) Everest Properties II, LLC 6.805%
155 N Lake Ave, #1000 --------
Pasadena, CA 91101

(1) To the best of the Partnership's knowledge, The Guardian Life Insurance
Company of America has sole voting power and investment power with respect
to these securities.

(2) To the best of the Partnership's knowledge, KM Investments LLC and Everest
Management LLC are managed by Everest Properties II, LLC and Everest
Properties II, LLC has the authority to vote and dispose of all of the
Interests owned by these entities.

(3) To the best of the Partnership's knowledge, includes 98,284 Class B
Interests owned by KM Investments LLC and 45,370 Class B Interests owned by
Everest Management LLC.

* based on 1,518,800 outstanding Class A Interest as of February 25, 2005
** based on 2,111,072 outstanding Class B Interest as of February 25, 2005

(b) The General Partner, together with its affiliates and the officers and
directors of the General Partner, own less than 1% of the issued and outstanding
Class A Interests and less than 1% of the issued and outstanding Class B
Interests.

AMOUNT AND
NATURE OF PERCENT
TITLE NAME AND ADDRESS OF BENEFICIAL OF
OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS**
- ------------ ------------------------ -------------- -----------
Class A Milestone Properties, Inc. 400 .0002% *
200 Congress Park Drive #103
Delray Beach, FL 33445

Class B Milestone Properties, Inc. 760 .0003% **
200 Congress Park Drive #103
Delray Beach, FL 33445

* based on 1,518,800 outstanding Class A Interests as of February 25, 2005
** based on 2,111,072 outstanding Class B Interests as of February 25, 2005

The number of shares of common stock, no par value, of MPI beneficially
owned by all directors and officers of the General Partner and CMP Beneficial
Corp., and all directors and officers of the General Partner

-40-

and CMP Beneficial Corp. as a group, as of March 1, 2005 is set forth in the
following table:

AMOUNT OF PERCENT
NAME OF BENEFICIAL OF
BENEFICIAL OWNER OWNERSHIP CLASS
----------------- ----------- --------
Leonard S. Mandor 400 54% *
Robert A. Mandor 267 36% *
Joseph P. Otto 74 10% *
Directors and officers as a Group 741 100% *

* based on 741 outstanding shares of common stock of MPI as of March 1, 2005.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

See Item 1, "Business," Item 5, "Market for Registrant's Units and
Related Security Holders Matters," Item 10, "Directors and Officers of the
Registrant," and Item 11, "Security Ownership of Certain Beneficial Owners and
Management," of this Report for details. See also Note 5 of the Notes to
Financial Statements of the Partnership's Financial Statements included in this
Report.

The Partnership paid or accrued $72,319 during the fiscal year ended
December 31, 2004 to MPI, the parent of the General Partner for administrative
services rendered to the Partnership. In that fiscal year the Partnership paid
or accrued $70,555 during the fiscal year ended December 31, 2003 for
administrative services rendered to the Partnership in that fiscal year.
Pursuant to an agreement between MPI and the Partnership, the Partnership
reimburses MPI for administrative services provided to the Partnership, such as
payroll, accounting, investor services and supplies.

The Partnership paid or accrued $149,372 during the fiscal year ended
December 31, 2004 to MPMI for property management fees incurred during that
fiscal year. The Partnership paid or accrued $137,870 during the fiscal year
ended December 31, 2003 to MPMI for property management fees incurred during
that fiscal year. Pursuant to the management agreement between the Partnership
and MPMI, property management fees are equal to a percentage of gross revenues
not to exceed 5 percent for multiple tenant properties for which MPMI performs
leasing services, 3 percent for multiple tenant properties for which MPMI does
not perform leasing services and 1 percent for single tenant properties. The
management fees are 3 percent for the Searcy Property, 4 percent for the
Valencia Property and 5 percent for the Green Valley Property. The management
fee for any Property may not exceed competitive fees for comparable services
reasonably available to the Partnership in the same geographic area as the
property in question. Gross revenues are defined in the management agreement to
mean, with respect to each Property, all base, additional and percentage rents
collected from the Property but exclude all other receipts or income with
respect to that Property, such as, (i) receipts arising out of any sale of
assets or of all or part of the Property, condemnation proceeds and other items
of a similar nature; (ii) payments made by tenants for over-standard finish out
improvements or other amortization; (iii) income derived from interest on
investments, security deposits, utility deposits; (iv) proceeds of claims under
insurance policies; (v) abatements or reductions of taxes; (vi) security
deposits made by tenants; or (vii) any portions of rentals which are
specifically designated as amortization of, or interest on, tenant moving
expenses, takeover expenses or similar items in the nature of advances by the
Partnership.

In March 2005 the General Partner and MPI entered into a new
administrative services agreement to continue the provision of administrative
services by MPI to the General Partner on substantially the same terms as
previously agreed.

-41-

PART IV

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits:

EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT
- -------- -----------------------

3.1 Amended and Restated Agreement of Limited Partnership of Concord
Milestone Plus, L.P. Incorporated herein by reference to Exhibit
A to the Registrant's Prospectus included as Part I of the
Registrant's Post-Effective Amendment No. 3 to the Registrant's
Registration Statement on Form S-11 (the "Registration
Statement") which was declared effective on April 3, 1987.

3.2 Amendment No. 1 to Amended and Restated Agreement of Limited
Partnership of Concord Milestone Plus, L.P., included as Exhibit
3.2 to Registrant's Form 10-K for the fiscal year ended December
31, 1987 ("1987 Form 10-K"), which is incorporated herein by
reference.

3.3 Amendment No. 2 to Amended and Restated Agreement of Limited
Partnership of Concord Milestone Plus, L.P. included as Exhibit
3.3 to the 1987 Form 10-K, which is incorporated herein by
reference.

4 Amendment No. 3 to Amended and Restated Agreement of Limited
Partnership of Concord Milestone Plus, L.P. included as Exhibit
3.4 to the 1987 Form 10-K, which is incorporated herein by
reference.

3.5 Amendment No. 4 to Amended and Restated Agreement of Limited
Partnership of Concord Milestone Plus, L.P. included as Exhibit
3.5 to the 1987 Form 10-K, which is incorporated herein by
reference.

3.6 Amendment No. 5 to Amended and Restated Agreement of Limited
Partnership of Concord Milestone Plus, L.P. included as Exhibit
3.6 to Registrant's Form 10-K for the fiscal year ended December
31, 1988, ("1998 Form 10-KSB"), which is incorporated herein by
reference.

4.1 Form of certificate evidencing Class A Interests included as
Exhibit 4.3 to the 1987 Form 10-K, which is incorporated herein
by reference.

4.2 Form of certificate evidencing Class B Interests included as
Exhibit 4.4 to the 1987 Form 10-K, which is incorporated herein
by reference.

10.1 Property purchase agreements. Incorporated herein by reference to
Exhibit 10.1 to the Registration Statement.

-42-

10.2 Form of property management agreement. Incorporated herein by
reference to Exhibit 10.2 of the Registration Statement.

10.3 First Amendment to Management Agreement by and between Concord
Milestone Plus, L.P. and Concord Assets Management, Inc.
Incorporated herein by reference to Exhibit 10.3 of the 1988 Form
10-K.

10.4 Second Amendment to Management Agreement by and between Concord
Milestone Plus, L.P. and Concord Assets Management, Inc.
Incorporated herein by reference to Exhibit 10.4 of the 1988 Form
10-K.

10.5 Fixed Rate Note, dated September 23, 1997, executed by the
Partnership in favor of Lender, relating to the property located
in Green Valley, Arizona. Incorporated herein by reference to
Exhibit 10.1 of the Partnership's Quarterly Report on Form 10-Q
for the quarter ended September 30, 1997 (the "September 1997
10-Q").

10.6 Mortgage, Deed of Trust, Assignment of Leases and Rents, Security
Agreement and Fixture Filing, dated September 23, 1997, executed
by the Partnership for the benefit of Lender, relating to the
property located in Green Valley, Arizona. Incorporated herein by
reference to Exhibit 10.2 of the September 1997 10-Q.

10.7 Assignment of Leases and Rents, dated September 23, 1997,
executed by the Partnership for the benefit of Lender, relating
to the property located in Green Valley, Arizona. Incorporated
herein by reference to Exhibit 10.3 of the September 1997 10-Q.

10.8 Environmental Liabilities Agreement, dated September 23, 1997,
executed by the Partnership and CM Plus Corporation for the
benefit of Lender, relating to the property located in Green
Valley, Arizona. Incorporated herein by reference to Exhibit 10.4
of the September 1997 10-Q.

10.9 Tenant Occupancy Escrow and Security Agreement, dated September
23, 1997, by and between the Partnership and the Lender, relating
to the property located in Green Valley, Arizona. Incorporated
herein by reference to Exhibit 10.5 of the September 1997 10-Q.

10.10 Fixed Rate Note, dated September 23, 1997, executed by the
Partnership in favor of Lender, relating to the property located
in Searcy, Arkansas. Incorporated herein by reference to Exhibit
10.6 of the September 1997 10-Q.

10.11 Mortgage, Deed of Trust and Security Agreement, dated September
23, 1997, executed by the Partnership for the benefit of Lender,
relating to the property located in Searcy, Arkansas.
Incorporated herein by reference to Exhibit 10.7 of the September
1997 10-Q.

-43-

10.12 Assignment of Leases and Rents, dated September 23, 1997,
executed by the Partnership for the benefit of Lender, relating
to the property located in Searcy, Arkansas. Incorporated herein
by reference to Exhibit 10.8 of the September 1997 10-Q.

10.13 Environmental Liabilities Agreement, dated September 23, 1997,
executed by the Partnership and CM Plus Corporation for the
benefit of Lender, relating to the property located in Searcy,
Arkansas. Incorporated herein by reference to Exhibit 10.9 of the
September 1997 10-Q.

10.14 Fixed Rate Note, dated September 23, 1997, executed by the
Partnership in favor of Lender, relating to the property located
in Valencia, California. Incorporated herein by reference to
Exhibit 10.10 of the September 1997 10-Q.

10.15 Deed of Trust, Assignment of leases, and Rents, Security
Agreement and Fixture Filing, dated September 23, 1997, executed
by the Partnership for the benefit of Lender, relating to the
property located in Valencia, California. Incorporated herein by
reference to Exhibit 10.11 of the September 1997 10-Q.

10.16 Assignment of Leases and Rents, dated September 23, 1997,
executed by the Partnership for the benefit of Lender, relating
to the property located in Valencia, California. Incorporated
herein by reference to Exhibit 10.12 of the September 1997 10-Q.

10.17 Environmental Liabilities Agreement, dated September 23, 1997,
executed by the Partnership and CM Plus Corporation for the
benefit of Lender, relating to the property located in Valencia,
California. Incorporated herein by reference to Exhibit 10.13 of
the September 1997 10-Q.

10.18 Environmental Escrow and Security Agreement, dated September 23,
1997, by and between the Partnership and the Lender, relating to
the property located in Valencia, California. Incorporated herein
by reference to Exhibit 10.14 of the September 1997 10-Q.

14. Code of Business Conduct and Ethics of Concord Milestone Plus,
L.P., included as exhibit 14 to 2003 form 10-KSB, which is
incorporated herein by reference.

32.1 Certification of Leonard Mandor, President of CM Plus
Corporation, the General Partner of the Partnership pursuant to
18 U.S.C.ss.1350, was adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002, dated March [15], 2004.

32.2 Certification of Patrick Kirse, Treasurer and Controller of CM
Plus Corporation, the General Partner of the Partnership pursuant
to 18 U.S.C.ss.1350, was adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002, dated March [15], 2004.

-44-

33.1 Certification of Leonard Mandor, President of CM Plus
Corporation, the General Partner of the Partnership pursuant to
18 U.S.C.ss.1350, was adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, dated March [15], 2004.

33.2 Certification of Patrick Kirse, Treasurer and Controller of CM
Plus Corporation, the General Partner of the Partnership pursuant
to 18 U.S.C.ss.1350, was adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, dated March [15], 2004.

(b) Reports on Form 8-K

The Partnership did not file any Reports on Form 8-K during the fiscal
quarter ended December 31, 2004.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

The following table sets forth fees for services Ahearn, Jasco +
Company, P.A. provided during fiscal years 2003 and 2004:

2004 2003
------- ------
Audit Fees (1) $43,000 $32,500
Audit Related Fees (2) 0 0
Tax Fees (3) 0 0
All Other Fees (4) 0 0
------- -------
Total $43,000 $32,500
======= =======

(1) Represents fees for professional services provided in
connection with the audit of the Partnership's annual
financial statements (and for the related and of the General
Partner Balance Sheet) and review of its quarterly financial
statements together with advice on accounting matters that
arose during these engagements.

(2) Represents fees for assurance and related services that are
reasonably related to the performance of the audit or review
of the Partnership's financial statements.

(3) Represents fees for services provided in connection with the
Partnership's domestic tax planning and compliance.

(4) Represents fees for services provided to the Partnership not
otherwise included in the categories above.

The Partnership's Audit Committee has determined that the provision of non-audit
services by Ahearn, Jasco + Company, P.A. is compatible with maintaining Ahearn,
Jasco + Company, P.A.'s independence. In accordance with its charter, the Audit
Committee approves, in advance, all audit and non-audit services to be provided
by Ahearn, Jasco + Company, P.A.

The Audit committee reviews and preapproves the outside auditors
policies & procedures.

-45-

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunder duly authorized on March 10, 2004.

CONCORD MILESTONE PLUS, L.P.
By: CM PLUS CORPORATION,
General Partner

By: /s/ Leonard S. Mandor
---------------------------------
Leonard S. Mandor, President

CMP BENEFICIAL CORP.
(Registrant of Beneficial Interests)

By: /s/ Leonard S. Mandor
--------------------------------
Leonard S. Mandor, President

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report
has been signed by the following persons in the capacities and on the dates
indicated.

By: /s/ Leonard S. Mandor
-----------------------------------------------
Leonard S. Mandor
President (Principal Executive Officer)
and Director of CM Plus Corporation
and CMP Beneficial Corp.

By: /s/ Robert A. Mandor
------------------------------------------------
Robert A. Mandor
Vice President and Director of CM Plus
Corporation and CMP Beneficial Corp.

By: /s/ Patrick Kirse
------------------------------------------------
Patrick Kirse
Treasurer and Controller (Principal
Accounting Officer) of CM Plus
Corporation and CMP Beneficial Corp.

-46-

EX-14 2 file002.htm CODE OF BUSINESS CONDUCT AND ETHICS


EXHIBIT 14

                       CODE OF BUSINESS CONDUCT AND ETHICS
                         OF CONCORD MILESTONE PLUS, L.P.

INTRODUCTION

     This Code of Business Conduct and Ethics ("Code") covers a wide range of
business practices and procedures. It does not cover every issue that may arise,
but it sets out basic principles to guide all directors, officers and employees
of Concord Milestone Plus, L.P. (the "Company"). All of the Company's directors,
officers and employees must conduct themselves accordingly and seek to avoid
even the appearance of improper behavior. This Code should also be provided to
and followed by the Company's agents and representatives, including consultants.

     If a law conflicts with a policy in this Code, you must comply with the
law. If you have any questions about these conflicts, you should ask your
supervisor how to handle the situation.

     Those who violate the standards in this Code will be subject to
disciplinary action, up to and including termination of employment. If you are
in a situation which you believe may violate or lead to a violation of this
Code, follow the guidelines described in Section 15 hereof.

     This Code was adopted by the General Partner of the Company (the "General
Partner") on March 1, 2004.

     As used herein, directors and officers of the Company includes directors
and officers of the General Partner and CMP Beneficial Corp. to the extent that
they are acting as directors and officers on behalf of the Company.

     1. COMPLIANCE WITH LAWS, RULES AND REGULATIONS

     Obeying the law, both in letter and in spirit, is the foundation on which
this Company's ethical standards are built. All directors, officers and
employees must respect and obey the laws of the cities, states and countries in
which the Company operates. Although not all directors, officers and employees
are expected to know the details of these laws, it is important to know enough
to determine when to seek advice from supervisors, managers or other appropriate
personnel.

     2. CONFLICTS OF INTEREST

     A "conflict of interest" exists when a person's private interest interferes
in any way with the Company's interests. A conflict situation can arise when a
director, officer or employee takes actions or has interests that may make it
difficult to perform his or her Company work objectively and effectively.
Conflicts of interest may also arise when a director, officer or employee, or a
member of his or her family, receives improper personal benefits as a result of
his or her position in the Company. Loans to, or guarantees of obligations of,
directors, officers and employees and their family members may create conflicts
of interest.

     You are not allowed to work for a competitor as a consultant, officer or
board member. Unless approved by the General Partner, the best policy is to
avoid any direct or indirect business connection with the Company's customers,
suppliers or competitors, except on the Company's behalf. Conflicts of interest
are prohibited as a matter of Company policy, except under guidelines approved
by the General Partner. Conflicts of interest may not always be clear-cut, so if
you have a question, you should consult with higher levels of management or the


                                      -51-




General Partner. Any director, officer or employee who becomes aware of a
conflict or potential conflict should consult the procedures described in
Section 15 of this Code.

     3. INSIDER TRADING

     Directors, officers and employees who have access to confidential
information are not permitted to use or share that information for stock trading
purposes or for any other purpose except the conduct of the Company's business.
All non-public information about the Company should be considered confidential
information. To use non-public information for personal financial benefit or to
"tip" others who might make an investment decision on the basis of this
information is not only unethical but also illegal.

     4. CORPORATE OPPORTUNITIES

     Directors, officers and employees are prohibited from taking for themselves
personally opportunities that are discovered through the use of corporate
property, information or position without the consent of the General Partner. No
director, officer or employee may use corporate property, information or
position for improper personal gain, and no director, officer or employee may
compete with the Company directly or indirectly. Directors, officers and
employees owe a duty to the Company to advance its legitimate interests when the
opportunity to do so arises.

     5. COMPETITION AND FAIR DEALING

     The Company seeks to outperform its competition fairly and honestly.
Stealing proprietary information, possessing trade secret information obtained
without the owner's consent or inducing such disclosures by past or present
employees of other companies is prohibited. Each director, officer and employee
should endeavor to respect the rights of and deal fairly with the Company's
customers, suppliers and competitors. No director, officer or employee should
take unfair advantage of anyone through manipulation, concealment, abuse of
privileged information, misrepresentation of material facts or any other
intentional unfair-dealing practice.

     The purpose of business entertainment and gifts in a commercial setting is
to create good will and sound working relationships, not to gain unfair
advantage with customers. No gift or entertainment should ever be offered,
given, provided or accepted by any director, officer, employee, family member of
any director, officer or employee or agent unless it: (1) is not a cash gift,
(2) is consistent with customary business practices, (3) is not excessive in
value, (4) cannot be construed as a bribe or payoff and (5) does not violate any
laws or regulations. Please discuss with your supervisor any gifts or proposed
gifts which you are not certain are appropriate.

     6. DISCRIMINATION AND HARASSMENT

     The diversity of the Company's employees is a tremendous asset. The Company
is firmly committed to providing equal opportunity in all aspects of employment
and will not tolerate any illegal discrimination or harassment of any kind.
Examples include derogatory comments based on racial or ethnic characteristics
and unwelcome sexual advances.

     7. HEALTH AND SAFETY

     The Company strives to provide each employee with a safe and healthy work
environment. Each director, officer and employee has responsibility for
maintaining a safe and healthy workplace for all directors, officers and
employees by following safety and health rules and practices and reporting
accidents, injuries and unsafe equipment, practices or conditions.

                                      -52-



     Violence and threatening behavior are not permitted. Directors, officers
and employees should report to work in condition to perform their duties, free
from the influence of illegal drugs or alcohol. The use of illegal drugs in the
workplace will not be tolerated.

     8. RECORD-KEEPING

     The Company requires honest and accurate recording and reporting of
information in order to make responsible business decisions.

     Many directors, officers and employees use business expense accounts, which
must be documented and recorded accurately. If you are not sure whether a
certain expense is legitimate, ask your supervisor or your manager.

     All of the Company's books, records, accounts and financial statements must
be maintained in reasonable detail, must appropriately reflect the Company's
transactions and must conform both to applicable legal requirements and to the
Company's system of internal controls. Unrecorded or "off the books" funds or
assets should not be maintained unless permitted by applicable law or
regulation.

     Business records and communications often become public, and the Company
must avoid exaggeration, derogatory remarks, guesswork or inappropriate
characterizations of people and companies that can be misunderstood. This
applies equally to e-mail, internal memos and formal reports. Records should
always be retained or destroyed according to the Company's record retention
policies. In accordance with those policies, in the event of litigation or
governmental investigation please consult the General Partner.

     9. RESPONSIBILITIES OF CHIEF EXECUTIVE OFFICER AND SENIOR FINANCIAL
OFFICERS

     The Company's President and all senior financial officers (or the President
and senior financial officers of the General Partner or CMP Beneficial Corp.
acting in such capacities on behalf of the Company) are responsible for full,
fair, accurate, timely and understandable disclosure in the periodic reports
required to be filed with the SEC. Accordingly, it is the responsibility of the
President and each senior financial officer promptly to bring to the attention
of the General Partner any material information of which he or she may become
aware that affects the disclosures made by the Company in its public filings.

     The President and each senior financial officer shall promptly bring to the
attention of the General Partner any information he or she may have concerning
(1) significant deficiencies in the design or operation of internal controls
which could adversely affect the Company's ability to record, process, summarize
and report financial data or (2) any fraud, whether or not material, that
involves management or other employees who have a significant role in the
Company's financial reporting, disclosures or internal controls.

     The President and each senior financial officer shall promptly bring to the
attention of the General Partner or the President any information he or she may
have concerning evidence of a material violation of the securities or other
laws, rules or regulations applicable to the Company and the operation of its
business.

     10. CONFIDENTIALITY

     Directors, officers and employees must maintain the confidentiality of
confidential information entrusted to them by the Company or its customers,
except when disclosure is authorized by the General Partner or required by
applicable laws or regulations. Confidential information includes all non-public
information that might be of use to competitors or harmful to the Company or its
customers if disclosed. It also includes information that suppliers and


                                      -53-



customers have entrusted to the Company. The obligation to preserve confidential
information continues even after employment or service to the Company ends.

     11. PROTECTION AND PROPER USE OF COMPANY ASSETS

     All directors, officers and employees should endeavor to protect the
Company's assets and ensure their efficient use. Theft, carelessness and waste
have a direct impact on the Company's profitability. Any suspected incident of
fraud or theft should be immediately reported for investigation. Company
equipment should not be used for non-Company business.

     The obligation of directors, officers and employees to protect the
Company's assets includes protection of its proprietary information. Proprietary
information includes intellectual property such as trade secrets, patents,
trademarks and copyrights, as well as business, marketing and service plans,
engineering and manufacturing ideas, designs, databases, records, salary
information and any unpublished financial data and reports. Unauthorized use or
distribution of this information would violate Company policy. It could also be
illegal and result in civil or criminal penalties.

     12. PAYMENTS TO GOVERNMENT PERSONNEL

     The U.S. Foreign Corrupt Practices Act prohibits giving anything of value,
directly or indirectly, to officials of foreign governments or foreign political
candidates in order to obtain or retain business. It is strictly prohibited to
make illegal payments to government officials of any country.

     In addition, the U.S. government has a number of laws and regulations
regarding business gratuities which may be accepted by U.S. government
personnel. The promise, offer or delivery to an official or employee of the U.S.
government of a gift, favor or other gratuity in violation of these rules would
not only violate Company policy but could also be a criminal offense. State and
local governments, as well as foreign governments, may have similar rules. The
General Partner can provide guidance to you in this area.

     13. WAIVERS OF THE CODE OF BUSINESS CONDUCT AND ETHICS

     Any waiver of this Code for executive officers or directors may be made
only by the General Partner. All waivers and amendments of this Code will be
promptly disclosed as required by law.

     14. REPORTING ANY ILLEGAL OR UNETHICAL BEHAVIOR

     Directors, officers and employees are encouraged to talk to supervisors,
managers or other appropriate personnel about potential illegal or unethical
behavior and the best course of action in a particular situation. It is the
Company's policy not to allow retaliation for reports of misconduct by others
made in good faith by directors, officers and employees. Directors, officers and
employees are expected to cooperate in internal investigations of misconduct.

Directors, officers and employees may submit a good faith concern to the audit
committee regarding questionable accounting or auditing matters without fear of
dismissal or retaliation of any kind.

     The General Partner shall determine, or designate persons to determine,
appropriate actions to be taken in the event of violations of this Code. Such
actions shall be reasonably designed to deter wrongdoing and to promote
accountability for adherence to this Code and shall include written notices to
the individual involved that the General Partner determined that there has been
a violation, censure by the General Partner, demotion or re-assignment of the



                                      -54-



individual involved, suspension with or without pay or benefits (as determined
by the General Partner) and termination of the individual's employment. In
determining what action is appropriate in a particular case, the General Partner
or such designee shall take into account all relevant information, including the
nature and severity of the violation, whether the violation was a single
occurrence or repeated occurrences, whether the violation appears to have been
intentional or inadvertent, whether the individual in question had been advised
prior to the violation as to the proper course of action and whether or not the
individual in question had committed other violations in the past.

     15. COMPLIANCE PROCEDURES

     We must all work to ensure prompt and consistent action against violations
of this Code. However, in some situations it is difficult to know if a violation
has occurred. Since it is not possible to anticipate every situation that will
arise, it is important to have a way to approach a new question or problem.
These are some steps to keep in mind:

     o Make sure you have all the facts. In order to reach the right solutions,
both you and the Company must be as fully informed as possible.

     o Ask yourself: What specifically am I being asked to do? Does it seem
unethical or improper? This will enable you to focus on the specific question
you are faced with and the alternatives you have. Use your judgment and common
sense; if something seems unethical or improper, it probably is.

     o Clarify your responsibility and role. In most situations, there is shared
responsibility. Are your colleagues informed? It may help to get others involved
and discuss the problem.

     o Discuss the problem with your supervisor. This is the basic guidance for
all situations. In many cases, your supervisor will be more knowledgeable about
the question and will appreciate being brought into the decision-making process.
Remember that it is your supervisor's responsibility to help solve problems.

     o Seek help from Company resources. In the rare case where it may not be
appropriate to discuss an issue with your supervisor, or where you do not feel
comfortable approaching your supervisor with your question, discuss it with the
General Partner.

     o You may report ethical violations in confidence and without fear of
retaliation. If your situation requires that your identity be kept secret, your
anonymity will be protected. The Company does not permit retaliation of any kind
against employees for good faith reports of ethical violations.

     o Always ask first, act later: If you are unsure of what to do in any
situation, seek guidance before you act.

                                      -55-

EX-31.1 3 file003.htm CERTIFICATION BY CEO PURSUANT TO RULE 13A-14(A)


EXHIBIT 31.1

                                 CERTIFICATIONS


I, Leonard Mandor, President of CM Plus Corporation, the General Partner of the
Partnership, certify that:

(1)  I have reviewed this report on Form 10-KSB of Concord Milestone Plus, L.P.;

(2)  Based on my knowledge, this report does not contain any untrue statement of
     a material fact or omit to state a material fact necessary to make the
     statements made, in light of the circumstances under which such statements
     were made, not misleading with respect to the period covered in this
     report;

(3)  Based on my knowledge, the financial statements and other financial
     information included in this report, fairly present in all material
     respects the financial condition, results of operations and cash flows of
     the small business issuer as of, and for, the periods presented in this
     annual report;

(4)  The small business issuer's other certifying officer and I are responsible
     for establishing and maintaining disclosure controls and procedures (as
     defined in Exchange Act Rules 13a-15(e) and 15d-15(e) for the small
     business issuer and have:

     a)   designed such disclosure controls and procedures or caused such
          disclosure controls and procedures to be designed under our
          supervision, to ensure that material information relating to the small
          business issuers, including its consolidated subsidiaries, is made
          known to us by others within those entities, particularly during the
          period in which this report is being prepared;

     b)   evaluated the effectiveness of the small business issuer's disclosure
          controls and procedures and presented in this report our conclusions
          about the effectiveness of the disclosure controls and procedures, as
          of the end of the period covered by this report based on such
          evaluation; and

     c)   disclosed in this report any change in the small business issuer's
          internal control over financial reporting that occurred during the
          small business issuer's most recent fiscal quarter (the small business
          issuer's fourth fiscal quarter in the case of an annual report) that
          has materially affected, or is reasonably likely to materially affect,
          the small business issuer's internal control over financial reporting;
          and

(5)  The small business issuer's other certifying officer and I have disclosed,
     based on our most recent evaluation of internal control over financial
     reporting, to the small business issuer's auditors and the audit committee
     of the small business issuer's board of directors (or persons performing
     the equivalent function):

     a)   all significant deficiencies and material weaknesses in the design or
          operation of internal control over financial reporting which are
          reasonably likely to adversely affect the small business issuer's
          ability to record, process, summarize and report financial
          information; and

     b)   any fraud, whether or not material, that involves management or other
          employees who have a significant role in the small business issuer's
          internal control over financial reporting.

                                 By: CM Plus Corporation,
                                     General Partner

DATE: March 10, 2005             /s/ Leonard Mandor
      ----------------------     -----------------------------------------------
                                 Leonard Mandor
                                 President

EX-31.2 4 file004.htm CERTIFICATION BY CFO PURSUANT TO RULE 13A-14(A)


EXHIBIT 31.2

                                 CERTIFICATIONS


I, Patrick Kirse, Treasurer and Controller of CM Plus Corporation, the General
Partner of the Partnership, certify that:

(1)  I have reviewed this report on Form 10-KSB of Concord Milestone Plus, L.P.;

(2)  Based on my knowledge, this report does not contain any untrue statement of
     a material fact or omit to state a material fact necessary to make the
     statements made, in light of the circumstances under which such statements
     were made, not misleading with respect to the period covered in this
     report;

(3)  Based on my knowledge, the financial statements and other financial
     information included in this report, fairly present in all material
     respects the financial condition, results of operations and cash flows of
     the small business issuer as of, and for, the periods presented in this
     annual report;

(4)  The small business issuer's other certifying officer and I are responsible
     for establishing and maintaining disclosure controls and procedures (as
     defined in Exchange Act Rules 13a-15(e) and 15d-15(e) for the small
     business issuer and have:

     a)   designed such disclosure controls and procedures or caused such
          disclosure controls and procedures to be designed under our
          supervision, to ensure that material information relating to the small
          business issuers, including its consolidated subsidiaries, is made
          known to us by others within those entities, particularly during the
          period in which this report is being prepared;

     b)   evaluated the effectiveness of the small business issuer's disclosure
          controls and procedures and presented in this report our conclusions
          about the effectiveness of the disclosure controls and procedures, as
          of the end of the period covered by this report based on such
          evaluation; and

     c)   disclosed in this report any change in the small business issuer's
          internal control over financial reporting that occurred during the
          small business issuer's most recent fiscal quarter (the small business
          issuer's fourth fiscal quarter in the case of an annual report) that
          has materially affected, or is reasonably likely to materially affect,
          the small business issuer's internal control over financial reporting;
          and

(5)  The small business issuer's other certifying officer and I have disclosed,
     based on our most recent evaluation of internal control over financial
     reporting, to the small business issuer's auditors and the audit committee
     of the small business issuer's board of directors (or persons performing
     the equivalent function):

     a)   all significant deficiencies and material weaknesses in the design or
          operation of internal control over financial reporting which are
          reasonably likely to adversely affect the small business issuer's
          ability to record, process, summarize and report financial
          information; and

     b)   any fraud, whether or not material, that involves management or other
          employees who have a significant role in the small business issuer's
          internal control over financial reporting.

                                               By:   CM Plus Corporation,
                                                     General Partner

DATE:  March 10, 2005                          /s/ Patrick Kirse
      ----------------                         ---------------------------------
                                               Patrick Kirse
                                               Treasurer and Controller

EX-32.1 5 file005.htm CERTIFICATION BY CEO PURSUANT TO 18 USC SECT 1350



EXHIBIT 32.1
                  CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER
                       PURSUANT TO 18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


     In connection with the Yearly Report of Concord Milestone Plus, L.P. (the
"Partnership") on Form 10-KSB for the period ended December 31, 2003 as filed
with the Securities and Exchange Commission on the date hereof (the "Report"),
I, Leonard Mandor, President of CM Plus Corporation, the General Partner of the
Partnership, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

     (1)  The Report fully complies with the requirements of Section 13(a) or
          15(d) of the Securities Exchange Act of 1934, as amended; and

     (2)  The information contained in the Report fairly presents, in all
          material respects, the financial condition and results of operations
          of the issuer.

                                         By:   CM Plus Corporation,
                                               General Partner

DATE:   March 10, 2005                   /s/ Leonard Mandor
      ------------------------------     ---------------------------------------
                                         Leonard Mandor
                                         President

EX-32.2 6 file006.htm CERTIFICATION BY CFO PURSUANT TO 18 USC SEC 1350



EXHIBIT 32.2
                  CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER
                       PURSUANT TO 18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


     In connection with the Yearly Report of Concord Milestone Plus, L.P. (the
"Partnership") on Form 10-KSB for the period ended December 31, 2003 as filed
with the Securities and Exchange Commission on the date hereof (the "Report"),
I, Patrick Kirse, Treasurer and Controller of CM Plus Corporation, the General
Partner of the Partnership, certify, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the
best of my knowledge:


     (1)  The Report fully complies with the requirements of Section 13(a) or
          15(d) of the Securities Exchange Act of 1934, as amended; and

     (2)  The information contained in the Report fairly presents, in all
          material respects, the financial condition and results of operations
          of the issuer.

                                                By:   CM Plus Corporation,
                                                      General Partner

DATE: March 10, 2005                            /s/ Patrick Kirse
      ----------------------------------        --------------------------------
                                                Patrick Kirse
                                                Treasurer and Controller

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