UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

(Mark One)

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

For the fiscal year ended December 31, ~~2013~~2014

☐

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

For the transition period from to

Commission File No. 000-52551*

FSP 50 South Tenth Street Corp. Liquidating Trust

(Exact name of registrant as specified in its charter)

Delaware	2032-~~5530367~~6358416
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
401 Edgewater Place, Wakefield, Massachusetts	01880
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (781) 557-1300

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

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

~~Preferred~~Indicate ~~Stock~~by check mark if the registrant is a well-known seasoned issuer, ~~$.01~~as ~~par~~defined ~~value~~in ~~per~~Rule ~~share~~405 of the Securities Act. Yes ☐ No ☑.

Indicate by check mark if the registrant is anot ~~well-known~~required ~~seasoned~~to ~~issuer,~~file asreports ~~defined~~pursuant into ~~Rule~~Section ~~405~~13 or 15(d) of the ~~Securities~~ Act.* Yes ☐ No ☒ ☐.

Indicate by check mark ifwhether the registrant is(1) ~~not~~has ~~required~~filed toall ~~file~~ reports ~~pursuant~~required to ~~Section~~be filed by Section 13 or 15(d) of the Securities Exchange Act. of ~~Yes~~1934 ☐during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) Nohas ☒been subject to such filing requirements for the past 90 days.* Yes ☐ No ☐.

Indicate by check mark whether the registrant ~~(1)~~ has ~~filed~~submitted ~~all~~electronically ~~reports~~and ~~required~~posted on its corporate Website, if any, every Interactive Data File required to be ~~filed~~submitted byand ~~Section 13~~posted orpursuant ~~15(d)~~to Rule 405 of ~~the~~Regulation ~~Securities~~S-T ~~Exchange~~(§ ~~Act~~ 232.405 of ~~1934~~this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to ~~file~~submit ~~such reports),~~ and ~~(2) has~~post ~~been subject to~~ such ~~filing requirements for the past 90 days~~files).* Yes X ☐ No ☐.

Indicate by check mark ~~whether the registrant has submitted electronically and posted on its corporate Website,~~ if ~~any,~~disclosure ~~every~~of ~~Interactive~~delinquent ~~Data~~filers ~~File required to be submitted and posted~~ pursuant to ~~Rule~~Item 405 of Regulation S-TK (~~§ 232~~229.405 of this chapter) ~~during~~is ~~the~~not ~~preceding~~contained 12herein, ~~months~~and ~~(or~~will ~~for~~not ~~such~~be ~~shorter~~contained, ~~period~~to ~~that~~ the best of registrant’s ~~was~~knowledge, ~~required~~in todefinitive ~~submit~~proxy ~~and~~or ~~post~~information ~~such~~statements ~~files).~~incorporated by ~~Yes~~reference ☒in NoPart ☐III of this Form 10-K or any amendment to this Form 10-K.* ☑

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (229.405 of this chapter) is not contained herein, and will not 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-K or any amendment to this Form 10-K. ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☐ ~~(Do not check if a smaller reporting company)~~ Smaller reporting company ☒☑

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒☑.

As of June 30, ~~2013~~2014, ~~the~~ the aggregate fair market value of ~~Common~~common ~~Stock~~stock held by non-affiliates of ~~the~~FSP ~~registrant~~50 South Tenth Street Corp. was $0.

The number of shares of common ~~Common~~stock ~~Stock~~ outstanding ~~was 1~~ and ~~the~~preferred ~~number~~stock outstanding of ~~shares~~FSP of50 ~~Preferred~~South ~~Stock~~Tenth ~~outstanding~~Street ~~was~~Corp. ~~700~~at December 31, ~~each~~2014 aswas not applicable. As of ~~February~~December 2831, 2014 there were 700 units of beneficial interest in FSP 50 South Tenth Street Corp. Liquidating Trust outstanding.

Documents incorporated by reference: ~~None.~~

None.

*FSP 50 South Tenth Street Corp. Liquidating Trust is the transferee of the assets and liabilities of FSP 50 South Tenth Street Corp., and files reports under the Commission file number for FSP 50 South Tenth Street Corp. FSP 50 South Tenth Street Corp. filed a Form 15 on October 20, 2014, indicating its notice of termination of registration and filing requirements.

TABLE OF CONTENTS

PART I		1	1
Item 1.	~~Item 1~~Business.	~~Business.~~1	1
Item 1A.	~~Item~~Risk 1AFactors.	~~Risk Factors.~~4	6
Item 1B.	~~Item~~Unresolved 1BStaff Comments.	~~Unresolved Staff Comments.~~5	6
Item 2.	~~Item 2~~Properties.	~~Properties.~~5	7
Item 3.	~~Item~~Legal 3Proceedings.	~~Legal Proceedings.~~5	9
Item 4.	~~Item~~Mine 4Safety Disclosures.	~~Mine Safety Disclosures.~~5	9
PART II		6	10
Item 5.	~~Item~~Market 5for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.	~~Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities~~6	10
Item 6.	~~Item~~Selected 6Financial Data.	~~Selected Financial Data.~~6	10
Item 7.	~~Item~~Management’s 7Discussion and Analysis of Financial Condition and Results of Operations.	~~Management’s Discussion and Analysis of Financial Condition and Results of Operations.~~7	11
Item 7A.	~~Item~~Quantitative 7Aand Qualitative Disclosures About Market Risk.	~~Quantitative and Qualitative Disclosures About Market Risk.~~11	19
Item 8.	~~Item~~Financial 8Statements and Supplementary Data.	~~Financial Statements and Supplementary Data.~~11	19
Item 9.	~~Item~~Changes 9in and Disagreements With Accountants on Accounting and Financial Disclosure.	~~Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.~~11	19
Item 9A.	~~Item~~Controls 9Aand Procedures.	~~Controls and Procedures.~~11	19
Item 9B.	~~Item~~Other 9Binformation.	~~Other information.~~11	20
PART III		12	21
Item 10.	~~Item~~Directors, ~~10.~~Executive Officers and Corporate Governance	~~Directors, Executive Officers and Corporate Governance~~12	21
Item 11.	~~Item~~Executive 11Compensation.	~~Executive Compensation.~~12	22
Item 12.	~~Item~~Security 12Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.	~~Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.~~12	23
Item 13.	~~Item~~Certain 13Relationships and Related Transactions, and Director Independence.	~~Certain Relationships and Related Transactions, and Director Independence.~~13	24
Item 14.	~~Item~~Principal 14Accounting Fees and Services.	~~Principal Accounting Fees and Services.~~14	25
PART IV		14	26
Item 15.	~~Item~~Exhibits, 15Financial Statement Schedules.	~~Exhibits, Financial Statement Schedules.~~14	26
SIGNATURES		20	27

As used in this Annual Report on Form 10-K, unless the context otherwise requires, the terms “we,” “us,” “our,” and “the Trust” refer to the FSP 50 South Tenth Street Corp. Liquidating Trust . The use of “50 South” refers to FSP 50 South Tenth Street Corp., except where the context otherwise requires.

Forward-Looking Statements

This Annual Report on Form 10-K contains forward-looking statements 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. Forward-looking statements represent our current expectations, assumptions, estimates and projections about the Trust and include, but are not limited to, the following:

•

any statements regarding the execution, timing and expenses associated with the completion of the Trust;

•

any statements regarding the disposition of our remaining assets;

•

any statements regarding the resolution of any outstanding creditor claims and liabilities; and

•

any statements regarding the amount and timing of any future distributions to our beneficial unit holders.

Forward-looking statements involve risks and uncertainties. Our actual results could differ materially from those anticipated in such forward-looking statements as a result of certain factors, as more fully described elsewhere in this report. Readers are urged to carefully review and consider the various disclosures we make, which advise them of the factors that may affect the Trust, including without limitation, the disclosures made under Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included herein and throughout this Annual Report on Form 10-K for the year then ended December 31, 2014. Risk factors are described under Part II, Item 1A of this report. The important factors listed in these disclosures, which could cause our actual results to differ materially from the forward-looking statements contained herein, include but are not limited to, the following:

•

our ability to accurately estimate the expenses associated with executing our plan of complete liquidation and dissolution;

•

our ability to successfully resolve all our outstanding or unknown future creditor claims and liabilities; and

•

our ability to correctly estimate the amount and timing of any future distributions, to our beneficial unit holders.

In light of these risks, uncertainties and assumptions, readers are cautioned not to place undue reliance on such forward-looking statements. These forward-looking statements represent beliefs and assumptions only as of the date of this report. We do not intend to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future, except as otherwise required pursuant to our on-going reporting obligations under the Securities Exchange Act of 1934, as amended.

PART I

Item 1. Business

Our principal executive office is located at 401 Edgewater Place, Suite 200, Wakefield, Massachusetts 01880, and our telephone number is (781) 557-1300. Our annual reports on Form 10-K, current reports on Form 8-K and any amendments to those reports and other Securities and Exchange Commission (“SEC”) filings are electronically filed with, or furnished to, the SEC. All reports filed by the Trust with the SEC are available free of charge via EDGAR through the SEC website at www.sec.gov. In addition, the public may read and copy materials filed by the Trust with the SEC at the SEC’s public reference room located at 100 F Street, N.E, Washington, D.C. 20549 or by calling the SEC at 1-202-551-8090.

History

~~Our company, FSP~~ 50 South ~~Tenth~~was ~~Street Corp., which individually or together with its subsidiary, we refer to as the “Company”, “we” or “our”, is~~ a Delaware corporation formed to purchase, own and operate a twelve-story multi-tenant office and retail building containing approximately 498,768 rentable square feet of ~~rentable~~ space located in downtown Minneapolis, Minnesota, ~~which we refer to as~~ (the “Property”). 50 ~~The~~South ~~Company~~operated ~~operates~~ in a manner intended to qualify as a real estate investment trust, or REIT, for federal income tax purposes.

~~The~~50 ~~Company~~South was organized ~~initially~~ in September 2006 by FSP Investments LLC ~~(member~~, ~~FINRA and SIPC),~~ a wholly-owned subsidiary of Franklin Street Properties Corp., ~~which we refer to as~~ (“Franklin Street ”) (NYSE MKT: FSP). FSP Investments LLC acted as a real estate investment firm and broker/dealer with respect to (a) the organization of ~~the~~50 ~~Company~~South, (b) the acquisition of the Property by ~~the~~50 ~~Company~~South and (c) the sale of equity interests in ~~the~~50 ~~Company~~South.

~~The~~50 ~~Company~~South purchased ~~the~~ the Property from an unaffiliated third party for $127,000,000 on November 8, 2006. The purchase price, which was determined by arm’s-length negotiations, was financed entirely by a loan from Franklin Street collateralized by a first mortgage, which we refer to as the Acquisition Mortgage Loan.

~~Franklin~~50 ~~Street~~South ~~holds the~~commenced ~~sole share of the Company’s common stock, $.01 par value per share, which we refer to as the Common Stock. Between November~~operations 2006 and January 2007, FSP Investments LLC completed the sale on a best efforts basis of 700 shares of preferred stock, $.01 par value per share, which we refer to as the Preferred Stock. We sold the Preferred Stock for an aggregate consideration of $70,000,000 in ~~a private placement offering to 627 “accredited investors” within the meaning of Regulation D under the Securities Act of 1933. Between November 13,~~ 2006 ~~and January 9, 2007, the Company held six investor closings, at each of which shares of Preferred Stock were sold and funds were received~~. Funds from each individual closing were used to repay a portion of the Acquisition Mortgage Loan from Franklin Street and associated fees as well as other expenses payable to Franklin Street’s wholly-owned subsidiary, FSP Investments LLC. On December 21, 2006, the Company obtained a permanent first mortgage loan in the original principal amount of $76,200,000 from Bank of America, N.A., which we refer to as the BofA Loan, which was repaid in its entirety on December 29, 2011. The Acquisition Mortgage Loan was repaid in its entirety on December 26, 2006 from the proceeds of the sale of equity interests in the Company and from the proceeds of the Permanent Mortgage Loan. Total interest and loan fees incurred on the Acquisition Mortgage Loan payable to Franklin Street were approximately $4,961,000 in 2006. The use of proceeds received from the offering of Preferred Stock and the Permanent Mortgage Loan and affiliates receiving payments therefrom are set forth in the table below:

Type	Affiliate paid		Amount
Operating/Capital Reserve (1)		$	8,209,000
Organizational, Offering and
Other Expenditures for the Company(2)(6)	FSP Investments LLC		725,000
Selling Commissions(3)	FSP Investments LLC		5,600,000
Equity Portion of the Purchase Price
of the Property(4)	Franklin Street Properties Corp.		50,800,000
Loan Fee Paid to Franklin Street (5)	Franklin Street Properties Corp.		4,025,000
Acquisition Fee(6)	FSP Investments LLC		350,000
Permanent Mortgage Loan fee & expenses			291,000
Total Uses of Proceeds			70,000,000
Permanent Mortgage Loan			76,200,000
		$	146,200,000

Franklin Street held the sole share of 50 South’s common stock, $.01 par value per share. Between November 2006 and January 2007, FSP Investments LLC completed the sale on a best efforts basis of 700 shares of the Company’s preferred stock, $.01 par value per share. 50 South sold the preferred stock for an aggregate consideration of approximately $70,000,000 in a private placement offering to 627 “accredited investors” within the meaning of Regulation D under the Securities Act of 1933. Between November 13, 2006 and January 9, 2007, 50 South held six investor closings, at each of which shares of preferred stock were sold and funds were received.

~~(1)~~Overview ~~The~~of ~~Operating/Capital~~Sale ~~Reserve~~of ~~proceeds were retained by~~ the Property, ~~Company~~Plan ~~for~~of ~~operating~~Dissolution and ~~capital~~Trust ~~uses.~~Agreement

On May 8, 2014, the Board of Directors of 50 South approved (2i) ~~Organizational,~~the ~~Offering~~sale ~~and~~of ~~Other~~the ~~Expenditures~~Property ~~were~~to ~~paid~~an unaffiliated third-party buyer for ~~various~~a ~~expenses~~gross sales price of no less than $164,500,000 ~~including~~and ~~legal~~(ii) the subsequent dissolution and liquidation of 50 South pursuant to a Plan of Complete Dissolution and Liquidation (the “Plan of Dissolution”), ~~accounting~~intended to allow for the orderly disposition of 50 South’s remaining assets and liabilities. On August 18, ~~appraisal~~2014, ~~engineering~~50 ~~and~~South ~~organizational~~received ~~expenses~~the ~~allocable~~required vote of the stockholders to approve the ~~offering,~~Plan ~~incurred~~of inDissolution. The ~~connection~~Plan of Dissolution provided the Board of Directors with the ~~organization~~authority to transfer 50 South’s remaining assets and ~~syndication~~liabilities to ofa liquidating trust without further approval by its stockholders, in order to complete the ~~Company~~Plan of Dissolution.

On June 25, 2014, 50 South entered into an agreement (3the “Purchase and Sale Agreement”) ~~Selling~~with ~~Commissions~~Union ~~were~~Investment ~~paid~~Real toEstate ~~FSP~~GmbH, ~~Investments~~an ~~LLC~~unaffiliated third-party, asfor ~~Selling~~the ~~Agent~~sale of the Property for a gross sales price of $164,500,000.

On August 22, 2014, 50 South and FSP Property Management LLC, as Trustee (4the “Trustee”), ~~The~~formed ~~Purchase~~the ~~Price~~Trust by entering into the Liquidating Trust Agreement (as amended, the “Trust Agreement”), for the creation and operation of the FSP 50 South Tenth Street Corp. Liquidating Trust. FSP Property ~~was~~Management ~~$127~~LLC previously served as 50 South’s asset manager and is a wholly-owned subsidiary of Franklin Street. The Trust’s activities are restricted to the conservation and protection of the assets transferred by 50 South to the Trust and the administration thereof,~~000~~ including the payment of any liabilities,~~000~~ costs and ~~was~~expenses ~~financed~~of by50 South or the ~~Acquisition~~Trust. ~~Mortgage~~The ~~Loan~~Trust will terminate upon the earlier of the distribution of all of the Trust’s assets in accordance with the terms of the Trust Agreement, ~~which~~or ~~was~~the ~~repaid~~expiration of a period of three years from ~~proceeds~~the effective date of the ~~offering~~Trust. ~~and~~The existence of the ~~Permanent~~Trust ~~Mortgage~~may, ~~Loan~~however, be extended for up to two additional one-year periods in the Trustee’s reasonable discretion. The beneficial interests in the Trust are not transferable except by will, intestate succession or by operation of law. Any beneficial interests in the Trust transferred by will, intestate succession or by operation of law will thereafter be subject to such transfer restrictions.

~~(5)~~On ~~The~~September ~~Loan~~2, ~~Fee~~2014, ~~Paid~~50 South toconsummated ~~Franklin~~the ~~Street~~sale ~~was a fee (or points)~~ of ~~$4,025,000~~the ~~paid~~Property to ~~Franklin~~Union ~~Street~~Investment toReal ~~obtain~~Estate ~~the~~GmbH, ~~Acquisition~~an ~~Mortgage~~unaffiliated ~~Loan~~third-party, tofor ~~purchase~~a ~~the~~gross ~~Property.~~sales price ~~The~~of ~~Acquisition Mortgage Loan was~~$164,500,000.

inOn September 3, 2014, 50 South filed its certificate of dissolution with the ~~original~~Secretary ~~principal~~of ~~amount~~State of the State of Delaware, which became effective on that ~~equal~~date, and transferred its remaining net assets (consisting primarily of cash) totaling $66,728,103 to the ~~purchase~~Trust. ~~price~~Upon the transfer of the ~~Property~~assets and liabilities to the Trust, ~~had~~50 aSouth’s ~~term~~stock records were closed, all of ~~two~~the ~~years~~outstanding shares of 50 South’s preferred and common stock were cancelled, and ~~was~~each ~~prepayable~~stockholder atof 50 South automatically became the holder of one unit of beneficial interest in the Trust for each one share of 50 South’s preferred stock then currently held of record by such stockholder. The rights of beneficiaries in their beneficial interests are not represented by any ~~time~~form ~~without~~of ~~premium~~certificate or ~~penalty~~other instrument. Stockholders ~~and~~of ~~carried~~50 anSouth ~~interest~~on ~~rate~~September ~~equal~~3, 2014 were not required to take any action to receive units of beneficial interests. On the ~~rate~~date ~~payable~~of the byconversion, ~~Franklin~~the ~~Street~~economic onvalue ~~borrowings~~of ~~under~~one ~~its~~unit ~~line~~of beneficial interest in the Trust was equivalent to the economic value of ~~credit~~one share ~~with~~of ~~its~~50 ~~bank~~South’s preferred stock.

~~(6)~~Although ~~The~~50 ~~Acquisition~~South’s dissolution ~~Fee~~ was ~~paid~~effective on September 3, 2014, Section 278 of the General Corporation Law of the State of Delaware provides that 50 South’s existence continues for ~~services~~at inleast ~~connection~~three ~~with~~years ~~identifying~~after dissolution for limited purposes. Specifically, 50 South will continue to exist for the purpose of prosecuting and ~~acquiring~~defending suits, whether civil, criminal or administrative, by or against it, and enabling 50 South gradually to settle and close its business, to dispose of and convey its property, to discharge its liabilities and to distribute to its stockholders any remaining assets, but not for the ~~Property~~purpose of continuing the business for which 50 South was organized.

~~Transactions~~On ~~between the~~September ~~Company~~3, ~~and~~2014, ~~Franklin~~FSP 50 ~~Street~~South ~~and/or~~Tenth ~~its~~Street ~~affiliates~~LLC, ~~were~~a ~~entered into without the benefit of arm’s~~wholly-~~length~~owned ~~bargaining~~subsidiary ~~and involved conflicts~~ of ~~interest.~~50 ~~Although~~South, ~~Franklin~~filed ~~Street~~a ~~has~~certificate ~~sponsored the syndication~~ of ~~other~~cancellation ~~REITs~~with ~~similar to~~ the ~~Company~~Secretary ~~and has in the past acquired some~~ of ~~those REITs, Franklin Street is under no obligation to acquire or to offer to acquire the Company~~State ~~or the outstanding shares~~ of ~~Preferred Stock, and any acquisition transaction would need to be approved by~~ the ~~Company’s stockholders~~State ~~and the boards~~ of ~~directors of Franklin Street and the Company. Please see “Part III~~Delaware, ~~Item~~which ~~13.~~became ~~Certain~~effective ~~Relationships and~~upon ~~Related Transactions, and Director Independence”~~filing.

~~Our~~On ~~Business~~September 3, 2014, following the dissolution of 50 South, the Trustee authorized, pursuant to the Trust Agreement, an initial liquidating distribution of a total of $64,400,000 to the beneficial unit holders of the Trust, which amount was to be apportioned pro rata according to the beneficial unit holders’ respective interest in the Trust as of September 3, 2014. The initial liquidating distribution was effected on September 19, 2014. After giving effect to the initial liquidating distribution, as of September 19, 2014, the Trust retained approximately $2,783,149 in assets, comprised of $879,736 in cash and cash equivalents, the right to receive up to $1,645,000 in escrow proceeds in accordance with the terms of the Purchase and Sale Agreement and related documents, and $258,413 in receivables, in order to wind up 50 South’s affairs, resolve any claims and discharge any liabilities of 50 South during 50 South’s continued existence under the General Corporation Law of the State of Delaware as described above. As of September 19, 2014, the known liabilities of 50 South were estimated to be approximately $459,571, primarily consisting of accounts payable and accrued expenses, taxes and professional fees, and the Trust has estimated that it will incur approximately $300,000 in costs related to the liquidation, including legal expenses, accounting expenses, tax reporting expenses, contractor services, and miscellaneous other expected future costs.

~~Our~~On ~~sole~~October ~~business~~20, is2014, 50 toSouth ~~own~~filed ~~and~~a ~~operate~~Form ~~the~~15 ~~Property~~with ~~and~~the weSEC ~~do not intend~~ to ~~invest~~terminate inthe orregistration ~~purchase~~of ~~any~~50 ~~additional~~South’s ~~properties.~~preferred Westock ~~derive~~under ~~rental revenue from income paid to us by~~ the ~~tenants~~Securities Exchange Act of ~~the~~1934, ~~Property.~~as ~~Asset~~amended, ~~investor~~(the ~~and~~“Exchange ~~property management services are provided by third parties~~Act”).

~~FSP~~On 50November ~~South~~14, ~~Tenth~~2014, the ~~Street~~Trust ~~LLC,~~received a ~~wholly~~no-~~owned~~action ~~subsidiary~~letter of(the “No Action Letter”) from the ~~Company,~~SEC ~~leases~~stating athat ~~portion~~the Trust would not be required to register the units of beneficial interests under the ~~Property~~Exchange ~~from~~Act if it operated as described in that letter. Pursuant to the No ~~Company~~Action Letter and isthe Trust Agreement, the ~~lessor~~Trust’s ~~for~~activities ~~tenants occupying~~are restricted to the ~~portion~~liquidation of the ~~Property~~assets ~~controlled~~and liabilities transferred by a50 ~~master~~South ~~lease.~~to ~~This~~the ~~arrangement~~Trust, ~~has~~and nodistributing ~~economic~~the ~~effect~~proceeds ontherefrom to the ~~Company's~~beneficiaries, ~~operations~~and paying all liabilities, costs and ~~exists~~expenses ~~only~~of ~~because~~50 South and the ~~Company~~Trust. ~~acquired~~Under the ~~Property~~No Action Letter, the Trustee agreed to file Annual Reports on Form 10-K with unaudited financial statements and Current Reports on Form 8-K upon the occurrence of a ~~master~~material ~~lease~~event relating to the Trust with the SEC. The Trust is not required to file periodic reports on Form 10-Q, file proxy statements, or present its financial statements in ~~place~~an interactive format through the use of XBRL under the terms of the No Action Letter.

The Property was completed in 2001 and is currently leased to office and retail tenants with staggered lease expirations but, as described below, has a large office component that is effectively leased to Target Corporation (NYSE: TGT), which we refer to as Target, through March 31, 2030. The Property is located directly across the street from the designated world headquarters of Target and is connected to a corporately-owned two-level Target retail store and sits above an approximately 850-stall, three-level parking garage that is owned and managed by the City of Minneapolis.Distributions

The ~~Property~~Plan ~~also~~of ~~has~~Dissolution ~~street~~provides ~~level~~that ~~retail~~liquidating ~~space~~distributions ~~and~~will isbe ~~part~~made ~~of a larger area that we refer~~ to as the ~~Project~~beneficiaries ~~that~~as ~~covers~~determined aby ~~full~~the ~~city block in Minneapolis, Minnesota~~Trustee. ~~The~~On ~~Project~~September ~~is comprised of our Property~~19, 2014, the ~~Target~~Trust ~~retail~~effected ~~store and~~ the ~~parking~~conveyance ~~garage. The three owners~~ of the ~~Project, the~~initial ~~Company,~~liquidating ~~Target~~distribution ~~and~~to the ~~City~~holders of ~~Minneapolis,~~units ~~share expenses and responsibilities for maintenance~~ of ~~the~~beneficial ~~Project~~interest ~~under~~in the ~~terms~~ Trust of a ~~Reciprocal~~total ~~Easement and Operation Agreement (REOA), which is administered by Ryan Companies US, Inc., which we refer to as Ryan. The three owners~~ of ~~the Project also share certain common areas and access to four skyway bridges that connect the Project to other buildings~~$64, ~~including Target’s world headquarters across the street~~400,000 ~~and~~pursuant ~~the greater Minneapolis skyway system. Ryan also serves as our property manager. For the year ended December 31, 2013, total expenses allocable~~ to the ~~three~~Plan ~~owners pursuant to the REOA were $650,000,~~ of ~~which $367,000, or 56~~Dissolution.~~5%, was allocated to us as common area expenses. These common area expenses are typically recovered through tenant leases.~~

The Property primarily has office and retail space, which collectively was approximately 99.6% occupied as of December 31, 2013. There are approximately 449,233 rentable square feet, which we refer to as RSF, of office space, approximately 36,415 RSF of retail space and approximately 13,120 RSF of storage space. Oracle America, Inc., which we refer to as Oracle America, leases approximately 242,107 RSF of office space through March 31, 2014. Oracle America subleases all of its office space to Target. In addition, Target directly leases approximately 130,908 RSF of office space through March 31, 2030.

On February 29, 2012, the Company and Target entered into a new Office Lease Agreement, which we refer to as the Target Lease, whereby Target extended and expanded its lease of space at the Property, effectively leasing 100% of the Property’s office space (449,233 RSF) through March 31, 2030 with no early termination rights. The office space that is subject to the Target Lease becomes part of the leased premises at different times that are tied to the expiration dates of existing leases at the Property. However, in the event that any office space that is currently leased by an existing tenant becomes available prior to its scheduled expiration date, Target is required to accept delivery of such office space on the earlier of (i) the date three months after the Company provides written notice of the availability of such office space to Target or (ii) the originally scheduled commencement date for such office space. The initial leased premises contain an aggregate of 259,344 RSF, are located on floors 7-11 and a portion of floor 4 and have a commencement date of April 1, 2014. The balance of space contains an aggregate of 189,889 RSF and has or will become part of the leased premises pursuant to the following put arrangement:

Floor:	Put Premises RSF:	Space Components:	Put Premises Commencement Dates:
Floor 4	14,506 RSF	Suite 440 and 450	April 1, 2012
Floor 3	71,875 RSF	Suite 300	April 1, 2012
Floor 5	26,269 RSF	Suite 500	April 1, 2014
Floor 5	16,707 RSF	Suites 570, 560, 530 and 520	May 1, 2016
Floor 4	17,550 RSF	Suites 490, 470 and 460	July 1, 2016
Floor 6	26,911 RSF	Suites 680, 660, 620, 600 and 670	January 1, 2017
Floor 6	16,071 RSF	Suites 610, 640 and 650	March 1, 2017
Total:	189,889 RSF

Tax Treatment

~~Target~~For ~~also~~Federal ~~has~~income ~~the~~tax ~~right~~purposes, tothe ~~extend~~Trust ~~the~~is ~~term~~treated ofas a “grantor” trust. As such, the ~~Target~~Trust ~~Lease~~itself ~~beyond~~is ~~March~~not 31subject to Federal income tax. Instead, ~~2030~~each ~~for~~beneficiary will be treated as having a ~~minimum~~direct ofinterest ~~225,000~~in ~~RSF~~an ~~for~~allocable ~~two~~pro ~~consecutive~~rata ~~additional periods~~share of ~~five~~each ~~years~~asset ~~each~~and atliability of ~~prevailing~~the ~~market~~Trust. ~~rental~~As ~~rates~~a ~~upon~~result, ~~delivery~~an allocable portion of ~~prior~~all ~~written~~items ~~notice~~of Trust income, deductions and ~~satisfaction~~credits ofmust ~~certain~~be reported by beneficiaries ~~other~~on ~~customary~~their ~~conditions~~income tax return(s).

~~Rent~~The isTrust ~~comprised~~has ofissued an ~~base~~annual ~~rent~~information ~~and~~statement ~~Target’s~~to ~~share~~our ofbeneficiaries ~~basic~~with ~~operating~~tax ~~costs.~~information ~~Base~~for ~~rent~~their ~~increases~~2014 ~~each~~tax ~~year~~returns. ~~There~~Beneficiaries isare nourged ~~“free-rent”~~to consult orwith ~~reduced~~their ~~rent~~own ~~period.~~tax Inadvisers ~~lieu~~as ~~of any further tenant improvement allowance, abatement of rent or any other lease concessions, the Company was required~~ to ~~pay~~their ~~Target~~own afiling ~~tenant~~requirements ~~incentive~~and ~~payment in~~ the ~~amount~~appropriate oftax ~~$23,950,000.~~reporting ~~In addition, the Company was required to pay brokerage fees relating to the consummation~~ of ~~the~~this ~~Target~~information ~~Lease~~on ~~in the amount of $6,688,000~~their returns.

OnSegment February 29, 2012, the Company and Ryan entered into a Lease Termination Agreement, which we refer to as the Lease Termination Agreement, whereby the parties agreed to terminate Ryan’s lease with the Company effective March 31, 2012. Effective April 1, 2012, Target directly leased 100% of Ryan’s former space at the Property pursuant to the above-described put arrangement. Prior to execution of the Lease Termination Agreement, Ryan’s lease at the Property had been scheduled to terminate on July 31, 2015.Information

~~FSP~~We ~~Property~~do ~~Management LLC, a wholly-owned subsidiary of Franklin Street, provides the Company with asset management and financial reporting services, which include but are~~ not ~~limited~~report ~~to, selecting and supervising a local property management company and local leasing brokers,~~segment ~~approving lease transactions, managing debt compliance, evaluating performance of the asset, and recommending appropriate stockholder distributions to the Board of Directors of the Company~~information. The asset management agreement between the Company and FSP Property Management LLC requires the Company to pay FSP Property Management LLC a monthly fee equal to one percent (1%) of the gross revenues of the Property. The asset management agreement between the Company and FSP Property Management LLC may be terminated by the Company without cause at any time, upon at least thirty (30) days written notice.

FSP Investments LLC, a wholly-owned subsidiary of Franklin Street, provides investor services to the holders of the Company’s Preferred Stock. The investor services agreement between the Company and FSP Investments LLC requires the Company to pay a monthly service fee of $500 and to reimburse FSP Investments LLC for its reasonable out-of-pocket expenses. The investor services agreement may be terminated by either party with thirty (30) days written notice or immediately upon the occurrence of certain events of default specified in the investor services agreement.

Ryan provides the Company with local, on-site property management and building maintenance services and periodic financial, operating and budget reports relating to the operation of the Property for review by FSP Property Management LLC. Ryan is a third-party service provider that is not related to or affiliated with Franklin Street. The management agreement between the Company and Ryan requires the Company to pay Ryan a monthly fee equal to three percent (3%) of the net operating receipts collected in the preceding month; provided, however, that commencing on April 1, 2014, with respect to any space at the Property directly leased by Target, the monthly fee shall equal two percent (2%) of the net operating receipts collected in the preceding month for such directly leased space. The management agreement between the Company and Ryan may be terminated by the Company without cause at any time, upon at least thirty (30) days written notice.

Investment Objectives

The Company’s objectives are to (i) obtain cash available to pay dividends through rental receipts from operations of the Property, (ii) have that cash increase over time as a result of rental rate step increases in existing leases, (iii) have our rental revenue potentially increase over time if rental rates increase for new leases, (iv) provide increased equity in the Property as a result of appreciation in market value, and (v) preserve and protect the capital invested by the holders of our Preferred Stock. We cannot be sure of meeting our objectives.

Our policy is not to make loans to other persons, not to invest in the securities of other issuers for the purpose of exercising control, not to underwrite the securities of other issuers, not to offer securities in exchange for property and not to purchase or otherwise reacquire our securities. These policies may be changed by our directors without a vote of the holders of our Preferred Stock.

We have issued 700 shares of Preferred Stock in the offering described above. The Company’s Amended and Restated Certificate of Incorporation, or charter, authorizes the Company to issue up to 1,540 shares of Preferred Stock. In the event that the Company elects, in its sole and absolute discretion, to reduce the principal amount of the Permanent Mortgage Loan, the Company will have the right, without the consent of any holder of shares of our Preferred Stock, to issue up to 840 additional shares of Preferred Stock. We expect that any such issuance would be in an offering exempt from registration under the Securities Act. No additional shares of Preferred Stock are authorized by our charter, and authorization of any increase in the number of authorized shares or the creation of any new series or class of stock would require the affirmative vote of the holders of 66.67% of the outstanding shares of Preferred Stock.

We intend to dispose of the Property at such time that our directors determine that we have achieved our investment objectives. We do not intend to reinvest the proceeds and would distribute cash proceeds to shareholders following such disposition. We also do not intend to list our shares of Preferred Stock on an exchange and therefore do not expect any trading market to develop in such shares.

Bridge Loan

On December 29, 2011, we executed and delivered a promissory note to Franklin Street that evidenced a loan for up to $106,200,000, which we refer to as the Bridge Loan. On July 27, 2012, we repaid the Bridge Loan in its entirety from the proceeds of the Term Loan (as defined below). The Bridge Loan included a term loan component, which we refer to as the Term Loan Component, in the amount of $76,200,000, all of which was funded on December 29, 2011 and used to repay the BofA Loan in the same amount in full. We paid Franklin Street a Term Loan Component fee in the amount of $762,000 on December 29, 2011. The Bridge Loan also included a revolving line of credit component that could not at any time exceed $30,000,000, which we refer to as the Revolving Line Component. The proceeds of the Revolving Line Component of the Bridge Loan were to be used for lender-approved tenant improvement costs, leasing commissions and other incentives necessary to lease space at the Property.

The Bridge Loan was evidenced by a loan agreement dated December 29, 2011 by and between the Company and Franklin Street. Pursuant to the loan agreement, we could borrow, repay and reborrow Revolving Line Component funds in the form of revolving advances from time to time so long as no event of default existed and certain other customary conditions were satisfied, provided, however, that the aggregate principal amount of all revolving advances outstanding at any time could in no event exceed $30,000,000. On March 4, 2012, we requested and Franklin Street funded a revolving advance in the amount of $30,000,000. We were required to pay Franklin Street a fee in an amount equal to 1.00% of each revolving advance. As of December 31, 2012, the revolving advance fees paid to Franklin Street were $300,000.

As of December 31, 2012, costs and fees paid associated with the Bridge Loan, including the $762,000 Term Loan Component fee, the $300,000 Revolving Line Component fee and a $520,000 exit fee paid to Franklin Street, were $1,582,000 and have been fully amortized and are included in interest expense in the Company’s Consolidated Statement of Operations for the year ended December 31, 2012.

We were obligated to pay interest only on the outstanding principal amount of the Term Loan Component and any revolving advances under the Revolving Line Component at the fixed rate of 6.51% per annum. The outstanding principal amount of the Bridge Loan, together with any accrued but unpaid interest, was due and payable on December 31, 2013. The Bridge Loan could be prepaid in whole or in part at any time without premium or penalty. Any partial payment had to be in an amount at least equal to $100,000. At the time of any prepayment and upon payment of the unpaid principal balance on the maturity date, the Company was required to pay Franklin Street an exit fee in an amount equal to 0.49% of such prepayment or payment of the unpaid principal balance. Interest expense paid for the year ended December 31, 2012 was $3,647,000.

The promissory note and the loan agreement were secured by a combination mortgage, security agreement and fixture filing dated December 29, 2011 from the Company in favor of Franklin Street, an environmental indemnification agreement dated December 29, 2011 from the Company in favor of Franklin Street, and an assignment of leases and rents dated December 29, 2011 from the Company in favor of Franklin Street. The mortgage constituted a lien against the Property and was recorded in the Office of the Hennepin County Registrar of Titles. The loan documents that evidenced and secured the Bridge Loan contained customary representations and warranties, as well as customary events of default and affirmative and negative covenants. We were in compliance with Bridge Loan covenants on July 27, 2012, the date that the Bridge Loan was repaid in full.

Term Loan

On July 27, 2012, we entered into a new $106,200,000 secured credit facility, which we refer to as the Term Loan, providing for the extension of credit to the Company by Bank of America, N.A., which we refer to as BofA, and RBS Citizens, National Association, which we refer to as RBS Citizens. The Term Loan was structured as a purchase by BofA and RBS Citizens of the Bridge Loan from Franklin Street. Accordingly, in connection with the closing of the Term Loan, the loan documents evidencing and securing the Bridge Loan were amended and restated. More specifically, on July 27, 2012, we executed and delivered an Amended and Restated Promissory Note, which we refer to as the BofA Note, to BofA in the principal amount of $60,000,000 and an Amended and Restated Promissory Note, which we refer to as the RBS Citizens Note, to RBS Citizens in the principal amount of $46,200,000. All of the proceeds of the Term Loan were funded on July 27, 2012 and used to repay the Bridge Loan in its entirety. BofA is the Term Loan’s administrative agent and Merrill Lynch, Pierce, Fenner & Smith Incorporated is the Term Loan’s sole lead arranger and sole book manager.

The Term Loan is evidenced by a Loan Agreement dated July 27, 2012 by and among the Company, BofA and RBS Citizens, which we refer to as the Loan Agreement. So long as there is no default, the Company is obligated to pay interest only on the outstanding principal amount of the Term Loan at a variable rate equal to 30-day LIBOR plus 2.00%. The outstanding principal amount of the Term Loan, together with any accrued but unpaid interest, is due and payable on July 27, 2017. Subject to payment by the Company of certain yield maintenance and redeployment costs, the Term Loan may be prepaid in whole or in part at any time. Any partial payment must be in an amount at least equal to $100,000.

Although the interest rate on the Term Loan is variable, under the Loan Agreement the Company was required to fix the 30-day LIBOR interest rate by entering into an interest rate swap agreement with BofA. On July 27, 2012, the Company entered into an ISDA Master Agreement with BofA that fixed the 30-day LIBOR interest rate on the Term Loan at 0.87% per annum for the term of the Term Loan. Accordingly, when combined with the required 2.00% spread over 30-day LIBOR interest rate, the all-in interest rate on the Term Loan is 2.87% per annum. Total interest expense on the Term Loan for the years ended December 31, 2013 and 2012 was $3,094,000 and $1,336,000, respectively.

The BofA Note, the RBS Citizens Note and the Loan Agreement are secured by an Amended and Restated Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing dated July 27, 2012 from the Company in favor of BofA as administrative agent for itself and other lenders, which we refer to as the Mortgage, an Environmental Indemnification and Release Agreement dated July 27, 2012 from the Company in favor of BofA as administrative agent for itself and other lenders, a Collateral Assignment of Interest Rate Protection Agreement dated July 27, 2012 from the Company in favor of BofA as administrative agent for itself and other lenders, and an Assignment and Subordination of Management Agreement dated July 27, 2012 by and among the Company, BofA as administrative agent for itself and other lenders and Ryan. The Mortgage constitutes a lien against the Property and has been recorded in the Office of the Hennepin County Registrar of Titles. The documents evidencing and securing the Term Loan contain customary representations and warranties, as well as customary events of default and affirmative and negative covenants. The Company was in compliance with the Term Loan covenants as of December 31, 2013.

Revolving Line of Credit

While a line of credit is not expected to be needed, the Company may, without the consent of any holder of shares of our Preferred Stock but subject to any required lender consents, obtain a revolving line of credit of up to $46,200,000 on commercially reasonable terms to be used for capital improvements, operating expenses, working capital requirements or to refinance the Company’s debt and fund other Company purposes, if needed. As of December 31, 2013, the Company had neither sought nor obtained a revolving line of credit.

Competition

The Property is located in the downtown area of Minneapolis, Minnesota. The Property may encounter substantial competition from the other office buildings which are or may become available in the general area in which the Property is located and which may be priced at rental levels lower than those for space in the Property or which may otherwise be more attractive to tenants. In order to maintain or increase rental revenues following the expiration of our leases, the Property must be competitive, in regard to cost and amenities, with other buildings of similar use near our location. Some of our competitors may have significantly more resources than we do and may be able to offer more attractive rental rates or services. On the other hand, some of our competitors may be smaller or have lower fixed overhead costs, less cash or other resources that make them willing or able to accept lower rents in order to maintain a certain occupancy level. If there is not currently significant existing property competition, our competitors may decide to enter the market and build new buildings to compete with our Property. Our competition is not only with other developers, but also with property users who choose to own their building. In addition, larger market forces beyond our control, such as general economic conditions, may increase competition among landlords for quality tenants and individual decisions beyond our control. We cannot predict which competitive factors will be relevant to prospective future tenants at this time.

Management believes that the position of the Property within Minneapolis’ office and retail markets is strong. In order to further improve the Property’s position in Minneapolis’ office and retail markets, throughout 2013, management evaluated the Property’s operations for both greater efficiency and for more active and proactive sustainability practices. The Property is Energy Star® certified and, on November 1, 2010, earned LEED® Gold certification from the U.S. Green Building Council in the Leadership in Energy and Environmental Design for Existing Buildings: Operations and Maintenance.

Employees

We ~~had~~have no employees or asexecutive officers. All of ~~December~~our ~~31,~~work ~~2013~~is performed by the Trustee directly or through contract services.

~~Available Information~~3

We are subject to the informational requirements of the Securities Exchange Act of 1934, and, in accordance therewith, we file reports and other information with the Securities and Exchange Commission (SEC). This Annual Report on Form 10-K and other reports and other information we file can be inspected and copied at the SEC Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549 on official business days during the hours of 10:00 am to 3:00 pm. Such reports, proxy and information statements, if any, and other information about issuers that file electronically with the SEC may also be obtained from the web site that the SEC maintains at http://www.sec.gov. Further information about the operation of the Public Reference Room may be obtained by calling the SEC at 1-800-SEC-0330.

We will make available and voluntarily provide, free of charge upon written request at the address on the cover of this Annual Report on Form 10-K, a copy of our Annual Report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) of the Exchange Act as soon as reasonably practicable after we electronically file such material with, or furnish such material to, the SEC. We do not maintain a website.

Item 1A. Risk Factors

~~Not~~Risk ~~applicable~~associated with our liquidation.

In addition to other information in this annual report on Form 10-K, the following risk factors should be carefully reviewed because such factors may have a significant impact on the execution of the Plan of Dissolution and the timing and amount of future liquidating distributions, if any, to our beneficial unit holders. As a result of the risk factors set forth below and elsewhere in this Form 10-K, actual results could differ materially from those projected in any forward-looking statements.

We cannot assure you of the exact amount or timing of any future distribution to our beneficial unit holders.

The liquidation and dissolution process is subject to numerous uncertainties and may result in less than anticipated or no remaining capital available for future distribution to our beneficial unit holders. The precise nature, amount and timing of any future distribution to our beneficial unit holders will depend on and could be delayed by, among other things, currently unknown creditor claims or lawsuits and unexpected or greater than expected expenses. Furthermore, we cannot provide any assurances that we will actually make additional distributions.

We will continue to incur liabilities and expenses that will reduce the amount available for distribution out of the liquidation to beneficial unit holders.

Liabilities and expenses from operations, such as legal, accounting and investor services fees and other operating expenses, will continue to be incurred as we complete the Plan of Dissolution. These expenses and liabilities will reduce the amount of assets available for future distribution to beneficial unit holders.

If our existing contingency reserve for payment of our expenses and liabilities is inadequate, the amount available for distribution to beneficial unit holders could be reduced, or if any liability exceeds our remaining assets, each beneficial unit holder could be held liable for payment to our creditors of his or her pro rata share of amounts owed to creditors in excess of the Trust’s remaining assets, up to the amount actually distributed to each such beneficial unit holder.

Although the liability of any beneficial unit holder is limited to the amounts received by such beneficial unit holder, both as a stockholder of 50 South, and as a beneficiary of the Trust, from either 50 South or the Trust in the liquidation process, a beneficiary could be required to return all distributions previously made to such stockholder/beneficiary and receive nothing from us, if amounts required to settle the Trust’s remaining liabilities exceed available assets. Moreover, in the event a stockholder/beneficiary has paid taxes on amounts previously received, a repayment of all or a portion of such amount could result in the beneficial unit holder incurring a net tax cost if the beneficial unit holder’s repayment of an amount previously distributed does not cause a commensurate reduction in taxes payable. While we have endeavored to make adequate reserves for all known and contingent liabilities, there is no guarantee that the reserves established by us, or our remaining assets will be adequate to cover all such expenses and liabilities.

We may be subject to final examinations by taxing authorities across various jurisdictions, which may impact the amount of taxes that we pay and the ultimate distributions to our beneficiaries.

The Trust evaluates its probable exposures associated with the tax filing positions of both 50 South and the Trust. At December 31, 2012, the Trust believes it has no such exposures, and accordingly has not accrued any such charges. Significant judgment is required in determining the Trust’s provision for income taxes payable, and as a result, the Trust’s determinations may not prove to be accurate. 50 South and/or the Trust may be subject to final examination by taxing authorities; thus, a final determination by the taxing authorities could increase or decrease amounts of cash available for distribution to our stockholders, perhaps significantly.

A Successor Trustee may need to be appointed to complete the Plan of Dissolution, which could delay the final distribution and closing of the Trust.

The Trust Agreement provides that in the event of death, resignation or removal of the Trustee, a successor trustee will be appointed. In such event, there may be a delay in the administration of the Trust while the successor trustee is appointed and takes office, which may delay the final liquidating distribution, if any, and the closure of the Trust

Item 1B. Unresolved Staff Comments

~~Not applicable~~None.

Item 2. Properties

6Our principal office is located at 401 Edgewater Place, Suite 200, Wakefield, Massachusetts 01880.

Set forth below is information regarding the Property as of December 31, 2013 and such other date(s) as may be specified:

			Percent
	Date of	Approx.	Leased as	Number
Property Location	Purchase	Square Feet	of 12/31/13	of Tenants	Name of Major Tenants (1)
50 South Tenth Street	11/08/06	498,768	99.6%	27	Oracle America, Inc. (2)
Minneapolis, MN 55403					Target Corporation

1. Excludes subtenants.

2. Oracle America leases approximately 242,107 square feet of space (approximately 50% of the Property’s rentable space) through March 2014. Oracle America subleases its office space to Target through March 2014.

We acquired the Property on November 8, 2006. In the opinion of our management, the Property is adequately covered by insurance. The Property is currently encumbered by the Term Loan described above in “Item 1. Business – Term Loan.” Other than normal tenant improvements or replacements of equipment in the ordinary course of ongoing operations, there are no present plans for the improvement or development of any portion of the Property. Below is certain information with respect to the Property’s significant tenants and leases.

The Property also has street level retail space and is part of a larger area that we refer to as the Project that covers a full city block in Minneapolis, Minnesota. The Project is comprised of our Property, the Target retail store and the parking garage. The three owners of the Project, the Company, Target and the City of Minneapolis, share expenses and responsibilities for maintenance of the Project under the terms of a Reciprocal Easement and Operation Agreement (REOA), which is administered by Ryan Companies US, Inc., which we refer to as Ryan. The three owners of the Project also share certain common areas and access to four skyway bridges that connect the Project to other buildings, including Target’s world headquarters across the street, and the greater Minneapolis skyway system. Ryan also serves as our property manager. For the year ended December 31, 2013, total expenses allocable to the three owners pursuant to the REOA were $650,000, of which $367,000 or 56.5% was allocated to us as common area expenses. These common area expenses are typically recovered through tenant leases.

Floor:	Put Premises RSF:	Space Components:	Put Premises Commencement Dates:
Floor 4	14,506 RSF	Suite 440 and 450	April 1, 2012
Floor 3	71,875 RSF	Suite 300	April 1, 2012
Floor 5	26,269 RSF	Suite 500	April 1, 2014
Floor 5	16,707 RSF	Suites 570, 560, 530 and 520	May 1, 2016
Floor 4	17,550 RSF	Suites 490, 470 and 460	July 1, 2016
Floor 6	26,911 RSF	Suites 680, 660, 620, 600 and 670	January 1, 2017
Floor 6	16,071 RSF	Suites 610, 640 and 650	March 1, 2017
Total:	189,889 RSF

Target also has the right to extend the term of the Target Lease beyond March 31, 2030 for a minimum of 225,000 RSF for two consecutive additional periods of five years each at prevailing market rental rates upon delivery of prior written notice and satisfaction of certain other customary conditions.

Rent is comprised of base rent and Target’s share of basic operating costs. Base rent increases each year. There is no “free-rent” or reduced rent period. In lieu of any further tenant improvement allowance, abatement of rent or any other lease concessions, the Company was required to pay Target a tenant incentive payment in the amount of $23,950,000. In addition, the Company was required to pay brokerage fees relating to the consummation of the Target Lease in the amount of $6,688,000.

On February 29, 2012, the Company and Ryan entered into a Lease Termination Agreement, which we refer to as the Lease Termination Agreement, whereby the parties agreed to terminate Ryan’s lease with the Company effective March 31, 2012. Effective April 1, 2012, Target directly leased 100% of Ryan’s former space at the Property pursuant to the above-described put arrangement. Prior to execution of the Lease Termination Agreement, Ryan’s lease at the Property had been scheduled to terminate on July 31, 2015.

Additional Operating Data

Additional information regarding the amount of the Property’s annual real estate taxes and insurance can be found in the Statements of Operations that are included with this Form 10-K. Additional information regarding the Property’s Federal tax basis, rate, method and life claimed for purposes of depreciation can be found in the Notes to Consolidated Financial Statements that are included with this Annual Report on Form 10-K.

Item 3. Legal Proceedings

~~There~~The ~~are~~Trust noor ~~material legal proceedings to which~~ the ~~Company~~ Trustee is ~~a party. The Company from time to time may be involved in lawsuits including, but~~ not ~~limited~~ ~~to,~~presently ~~lawsuits~~subject ~~relating~~ to ~~the~~any ~~real~~claims ~~property it owns for liability for slips and falls, damage to automobiles in the parking garage, minor theft~~ or ~~similar matters. The Company expects that most of these suits will be covered by insurance~~litigation, ~~subject~~nor to ~~customary deductions. In addition, in~~ the ~~ordinary~~Trustee’s ~~course of business~~knowledge, ~~the~~are ~~Company~~any ~~may~~such ~~become~~claims ~~involved~~or in litigation tothreatened against ~~collect~~50 ~~rents~~South or ~~other~~ ~~income~~the ~~due to it from tenants~~Trust.

Item 4. Mine Safety Disclosures

Not applicable.

PART II

Item 5. Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

~~There~~Market ~~is no established public trading market for the Company’s Common Stock or Preferred Stock.~~Information

AsThere ofis ~~February~~no ~~28,~~public market ~~2013,~~for ~~Franklin Street was~~ the ~~sole~~units ~~holder~~ of ~~record~~beneficial ofinterest in the ~~Common~~FSP ~~Stock~~50 ~~and~~South ~~there~~Tenth ~~were~~Street ~~637~~Corp. ~~holders of~~Liquidating ~~record~~Trust ~~of the Preferred Stock~~. ~~This~~The ~~computation~~units isof ~~based~~beneficial ~~upon~~interest are ~~the~~not ~~number~~and ofwill ~~record~~not ~~holders~~be ~~reflected~~listed inon ~~our~~any ~~corporate~~exchange, ~~records. The~~quoted ~~final~~by ~~sale~~a ofsecurities ~~Preferred~~broker ~~Stock~~or ~~occurred~~dealer, onnor ~~January~~admitted 9,for ~~2007~~trading ~~and~~in ~~following~~any ~~that~~market, including ~~date~~the noover-the-counter ~~further~~market. ~~distributions~~The ~~have~~units ~~been~~of orbeneficial ~~will be~~interests ~~declared~~are onnot ~~the~~transferable ~~Common~~except ~~Stock.~~by ~~The~~operation ~~last~~of ~~Common~~law, ~~Stock~~will or ~~dividend~~intestate ~~was~~succession, ~~declared~~all onin ~~December~~accordance ~~27,~~with ~~2006~~the terms and ~~was~~conditions ~~paid~~of inthe ~~December~~Trust ~~2006~~Agreement.

Set forth below are the distributions made to Preferred Stockholders in respect of each quarter from the last two fiscal years. Distributions are determined based on the Company’s Board of Directors’ review of cash available for distribution and distribution requirements necessary for the Company to continue to qualify as a real estate investment trust. We cannot guarantee the future payment of dividends or the amount of any such dividends. See the Notes to Consolidated Financial Statements that are included with this Annual Report on Form 10-K for additional information.Beneficiaries

		Distributions
		paid to
Quarter		Preferred
Ended		Stockholders
March 31, 2012	$	—
June 30, 2012		500,500
September 30, 2012		500,500
December 31, 2012		766,500
March 31, 2013	$	903,000
June 30, 2013		903,000
September 30, 2013		903,000
December 31, 2013		903,000

As of February 28, 2015, there were 639 holders of beneficial interest in the Trust. The rights of beneficiaries in the Trust are not represented by any form of certificate or other instrument. Rather, the Trustee, through its transfer agent, is maintaining a record of the name and address of each beneficiary holding units of record and such beneficiary’s aggregate units of beneficial interest in the Trust.

~~The following schedule summarizes tax components of the distributions paid for the years ended December 31:~~Dividends

(dollars in thousands)	2013					2012
	Preferred		%			Preferred		%
Ordinary income	$	1,291		36	%	$	—		0	%
Return of Capital		2,321		64	%		1,767		100	%
Total	$	3,612		100	%	$	1,767		100	%

Distributions

~~The~~On ~~Company~~September ~~does~~19, ~~not~~2014, ~~have~~following the dissolution of 50 South, the Trustee authorized, pursuant to the Trust Agreement, an ~~equity~~initial ~~compensation~~liquidating ~~plan~~distribution of ora ~~any~~total ~~outstanding~~of ~~stock~~$64,400,000 ~~options~~to orthe ~~other~~beneficial ~~securities~~unit ~~convertible~~holders ~~into~~of the ~~Company’s~~Trust, ~~Common~~which amount was to be apportioned pro rata according to ~~Stock~~the beneficial unit holders’ respective interest in the Trust as of September 3, 2014.

Equity Compensation Plan Information

The Trust has no equity compensation plans.

Item 6. Selected Financial Data

Not applicable.

106

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

~~The~~As ~~following~~used ~~discussion should be read~~ in ~~conjunction with the consolidated financial statements and notes thereto appearing elsewhere in~~ this report. Historical results and percentage relationships set forth in the consolidated financial statements, including trends which might appear, should not be taken as necessarily indicative of future operations. The following discussion and other parts of this Annual Report on Form 10-K ~~may also contain forward-looking statements based on current judgments and current knowledge of management~~, ~~which~~ ~~are~~unless ~~subject~~the tocontext ~~certain~~otherwise ~~risks~~requires, trends and uncertainties that could cause actual results to differ materially from those indicated in such forward looking statements. Accordingly, readers are cautioned not to place undue reliance on forward-looking statements. Investors are cautioned that our forward-looking statements involve risks and uncertainty, including without limitation, economic conditions in United States and in the ~~market~~terms ~~where~~ “we ~~own the Property~~,” ~~disruptions in the debt markets, risks of a lessening of demand for the type of real estate owned by~~ “us,” ~~the financial performance of Target Corporation (NYSE: TGT)~~“our,” ~~which we refer to as Target, changes in government regulations~~ and ~~regulatory uncertainty, uncertainty about government fiscal policy, geopolitical~~ events, and expenditures that cannot be anticipated such as utility rate and usage increases, unanticipated repairs, additional staffing, insurance increases and real estate tax valuation reassessments. Although we believe “the ~~expectations~~Trust” ~~reflected~~refer into the ~~forward-looking~~ ~~statements~~FSP ~~are~~50 ~~reasonable,~~South weTenth ~~cannot~~Street ~~guarantee~~Corp. ~~future~~Liquidating ~~results,~~Trust ~~levels of activity, performance or achievements~~. We ~~may~~The ~~not~~use ~~update any~~ of ~~the~~“50 ~~forward-looking~~South” ~~statements after the date this Annual Report on Form 10-K is filed to conform them~~refers to ~~actual~~FSP ~~results~~50 orSouth toTenth ~~changes~~Street ~~in our expectations that occur after such date~~Corp., ~~other~~except ~~than~~where asthe ~~required~~context byotherwise ~~law~~requires.

~~Overview~~The following discussion should be read in conjunction with our condensed financial statements and notes appearing elsewhere in this Form 10-K. Such financial statements and information have been prepared to reflect our net assets in liquidation.

~~FSP 50 South Tenth Street Corp., which we refer to as the Company, is a Delaware corporation formed to purchase, own and operate a twelve~~Forward-~~story~~Looking ~~multi-tenant office and retail building containing approximately 498,768 square feet of rentable space located in downtown Minneapolis, Minnesota, which we refer to as the Property.~~Statements

~~Franklin~~This ~~Street~~report ~~Properties~~contains forward-looking ~~Corp.,~~statements ~~which~~within wethe ~~refer~~meaning toof asSection ~~Franklin~~27A ~~Street,~~of is the ~~sole~~Securities ~~holder~~Act of ~~our~~1933, ~~one~~as ~~share~~amended, and Section 21E of ~~common~~the ~~stock~~Securities Exchange Act of 1934, $as amended.01 ~~par~~Forward-looking ~~value~~statements ~~per~~represent ~~share~~our current expectations, ~~which we~~assumptions, ~~refer~~estimates toand asprojections about the ~~Common~~FSP ~~Stock,~~50 ~~that~~South isTenth ~~issued~~Street ~~and~~Corp. ~~outstanding~~Liquidating Trust . ~~Between~~These ~~November~~forward-looking ~~2006~~statements ~~and~~include ~~January~~estimates ~~2007~~of the net assets of the Trust, ~~FSP~~statements ~~Investments~~about ~~LLC~~the ~~(member FINRA~~amount and ~~SIPC),~~timing aof ~~wholly-owned~~the ~~subsidiary~~payment of ~~Franklin~~additional ~~Street,~~liquidating ~~completed~~distributions ~~the~~and ~~sale~~statements onabout the aTrust’s ~~best~~operating ~~efforts~~costs ~~basis~~through termination of ~~700~~the ~~shares~~Trust, which will vary with the length of ~~our preferred~~time ~~stock,~~it $operates.01 ~~par~~The ~~value~~forward-looking statements ~~per~~in ~~share,~~this ~~which~~report weare ~~refer~~subject to asa number of significant risks and uncertainties, and there can be no assurance that the expectations ~~Preferred~~reflected ~~Stock~~in those statements will be realized or achieved. ~~FSP~~Such ~~Investments~~risks ~~LLC~~and ~~sold~~uncertainties ~~the~~include, ~~Preferred~~without ~~Stock~~limitation, inthe arisk ~~private~~that ~~placement~~the ~~offering~~Trust may not be able to ~~“accredited~~realize ~~investors”~~its ~~within~~current estimate of the ~~meaning~~net value of ~~Regulation~~its Dassets; ~~under~~the risk that the ~~Securities~~Trust may ~~Act~~have underestimated its obligations and liabilities, including without limitation, operating expenses incurred in connection with carrying out the Plan of ~~1933.~~Dissolution, ~~Since~~liabilities and obligations of 50 South or the ~~completion~~Trust, discharge of any outstanding creditor claims, and the ~~placement~~termination of the ~~Preferred~~Trust. ~~Stock~~See inItem ~~January~~1A, ~~2007~~“Risk Factors” for additional information regarding certain of these risks and uncertainties. In light of these risks, ~~Franklin~~uncertainties ~~Street~~and ~~has~~assumptions, ~~not~~readers ~~been~~are ~~entitled~~cautioned not to place undue ~~share~~reliance inon ~~any~~such ~~earnings~~forward-looking statements. These forward-looking statements represent beliefs and assumptions only as of the date of this report. Except as required by applicable law, we do not intend to update or ~~dividend~~revise ~~related~~forward-looking statements contained in this report to ~~the~~reflect ~~Common~~future ~~Stock~~events or circumstances.

We operate in one business segment, which is real estate operations, and own a single property. Our real estate operations involve real estate rental operations, leasing services and property management services. The main factor that affects our real estate operations is the broad economic market conditions in the United States and, more specifically, the economic conditions in Minneapolis, Minnesota. These market conditions affect the occupancy levels and the rent levels on both a national and local level. We have no influence on national or local market conditions.History

~~Trends~~50 South was a Delaware corporation formed to purchase, own and ~~Uncertainties~~operate a twelve-story multi-tenant office and retail building containing approximately 498,768 rentable square feet of space located in downtown Minneapolis, Minnesota (the “Property”). 50 South operated in a manner intended to qualify as a real estate investment trust, or REIT, for federal income tax purposes.

~~Economic~~50 ~~Conditions~~South was organized in September 2006 by FSP Investments LLC, a wholly-owned subsidiary of Franklin Street Properties Corp. (“Franklin Street”) (NYSE MKT: FSP). FSP Investments LLC acted as a real estate investment firm and broker/dealer with respect to (a) the organization of 50 South, (b) the acquisition of the Property by 50 South and (c) the sale of equity interests in 50 South.

~~The~~50 ~~economy~~South inpurchased the ~~United~~Property ~~States~~from isan ~~continuing~~unaffiliated tothird ~~experience~~party ~~a period of limited economic growth, including relatively high levels of unemployment, which directly affects the demand~~ for ~~office space~~$127, ~~our primary income producing asset. The broad economic conditions in the United States are affected by numerous factors~~000,000 ~~including~~on ~~but~~November ~~not limited to~~8, inflation and employment levels, energy prices, slow economic growth and/or recessionary concerns, uncertainty about government fiscal and tax policy, changes in currency exchange rates, geopolitical events, the regulatory environment the availability of debt and interest rate fluctuations2006. However, we believe that unemployment rates have begun to trend lower. We also believe that the Federal Reserve Bank’s tapering program in December 2013 has been generally received as a harbinger of real improvement in the economy, which could bode well for our real estate operations. We could benefit from any further improved economic fundamentals and increasing levels of employment. We believe that the economy could be in the early stages of a cyclically-slower but prolonged broad-based upswing. However, future economic factors may negatively affect real estate values, occupancy levels and property income.

1150 South commenced operations in 2006.

~~Potential~~Franklin ~~Sale~~Street held the sole share of 50 South’s common stock, $.01 par value per share. Between November 2006 and January 2007, FSP Investments LLC completed the ~~Property~~sale on a best efforts basis of 700 shares of the Company’s preferred stock, $.01 par value per share. 50 South sold the preferred stock for an aggregate consideration of approximately $70,000,000 in a private placement offering to 627 “accredited investors” within the meaning of Regulation D under the Securities Act of 1933. Between November 13, 2006 and January 9, 2007, 50 South held six investor closings, at each of which shares of preferred stock were sold and funds were received.

OnOverview ~~January 16, 2014, we sent a special communication to the holders~~ of ~~our~~Sale ~~Preferred Stock to inform them that our board~~ of ~~directors had made~~ the ~~decision~~ ~~to try to sell the~~ Property~~. More specifically~~, wePlan ~~have retained CBRE, Inc. to facilitate a potential sale~~ of ~~the~~Dissolution ~~Property. We believe that the lease extension~~ and ~~expansion~~Trust with Target, together with an improving and active Minneapolis office building investment climate, are combining to create a potentially advantageous sales opportunity for the holders of our Preferred Stock. Of course, any sale of the Property would be subject to a number of conditions, including approval by our board of directors, review of the consent solicitation documents by the U.S. Securities and Exchange Commission and approval by a majority of the holders of our Preferred Stock.Agreement

~~Real~~On ~~Estate~~May ~~Operations~~8, 2014, the Board of Directors of 50 South approved (i) the sale of the Property to an unaffiliated third-party buyer for a gross sales price of no less than $164,500,000 and (ii) the subsequent dissolution and liquidation of 50 South pursuant to a Plan of Complete Dissolution and Liquidation (the “Plan of Dissolution”), intended to allow for the orderly disposition of 50 South’s remaining assets and liabilities. On August 18, 2014, 50 South received the required vote of the stockholders to approve the Plan of Dissolution. The Plan of Dissolution provided the Board of Directors with the authority to transfer 50 South’s remaining assets and liabilities to a liquidating trust without further approval by its stockholders, in order to complete the Plan of Dissolution.

~~The~~On ~~Property~~June ~~was~~25, ~~completed in~~2014, ~~2001~~50 ~~and~~South entered isinto ~~currently~~an ~~leased~~agreement to(the ~~office~~“Purchase and ~~retail~~Sale ~~tenants~~Agreement”) with ~~staggered~~Union ~~lease~~Investment ~~expirations~~Real ~~but,~~Estate ~~as described below~~GmbH, ~~has~~an ~~a large~~unaffiliated ~~office component that is effectively leased to Target through March 31~~third-party, ~~2030.~~for ~~The Property is located directly across~~ the ~~street from~~sale ~~the designated world headquarters~~ of ~~Target~~the ~~and~~Property isfor ~~connected to~~ a ~~corporately-owned~~gross ~~two-level~~sales ~~Target~~price ~~retail store and sits above an approximately 850-stall, three-level parking garage that is owned and managed by the City~~ of ~~Minneapolis~~$164,500,000.

The Property also has street level retail space and is part of a larger area that we refer to as the Project that covers a full city block in Minneapolis, Minnesota. The Project is comprised of our Property, the Target retail store and the parking garage. The three owners of the Project, the Company, Target and the City of Minneapolis, share expenses and responsibilities for maintenance of the Project under the terms of a Reciprocal Easement and Operation Agreement (REOA), which is administered by Ryan Companies US, Inc., which we refer to as Ryan. The three owners of the Project also share certain common areas and access to four skyway bridges that connect the Project to other buildings, including Target’s world headquarters across the street, and the greater Minneapolis skyway system. Ryan also serves as our property manager. These common area expenses are typically recovered through tenant leases.7

~~The~~On August 22, 2014, 50 South and FSP Property ~~primarily~~Management LLC, as Trustee (the “Trustee”), formed the Trust by entering into the Liquidating ~~has~~Trust ~~office~~Agreement ~~and~~(as ~~retail~~amended, ~~space~~the “Trust Agreement”), ~~which~~for ~~collectively~~the ~~was~~creation ~~approximately~~and 99operation of the FSP 50 South Tenth Street Corp.6% ~~occupied~~Liquidating Trust. FSP Property Management LLC previously served as of50 ~~December~~South’s ~~31,~~asset ~~2013~~manager and is a wholly-owned subsidiary of Franklin Street. ~~There~~The Trust’s activities are ~~approximately 449,233~~restricted ~~rentable~~to ~~square~~the ~~feet,~~conservation ~~which~~and weprotection ~~refer~~of the assets transferred by 50 South to asthe ~~RSF~~Trust and the administration thereof, including the payment of ~~office~~any ~~space~~liabilities, ~~approximately~~costs ~~36,415~~and ~~RSF~~expenses of ~~retail~~50 ~~space~~South or ~~and~~the ~~approximately~~Trust. The Trust will terminate upon the earlier of the distribution of all of the Trust’s assets in accordance with 13the terms of the Trust Agreement,~~120~~ ~~RSF~~or the expiration of ~~storage~~a ~~space~~period of three years from the effective date of the Trust. ~~Oracle~~The ~~America~~existence of the Trust may, ~~Inc.~~however, ~~which~~be weextended ~~refer~~for up to astwo ~~Oracle~~additional ~~America,~~one-year ~~leases~~periods ~~approximately~~in ~~242,107~~the ~~RSF~~Trustee’s ofreasonable ~~office~~discretion. ~~space~~The ~~through~~beneficial ~~March~~interests 31in the Trust are not transferable except by will, ~~2014.~~intestate ~~Oracle~~succession ~~America~~or ~~subleases~~by ~~all~~operation of ~~its~~law. ~~office~~Any ~~space~~beneficial interests toin ~~Target.~~the InTrust ~~addition~~transferred by will, ~~Target~~intestate ~~directly~~succession ~~leases~~or ~~approximately 130,908~~by ~~RSF~~operation of ~~office~~law ~~space~~will ~~through~~thereafter ~~March~~be ~~31,~~subject ~~2030~~to such transfer restrictions.

On ~~February~~September 292, ~~2012~~2014, ~~the~~ ~~Company and Target entered into a new Office Lease Agreement, which we refer to as the Target Lease, whereby Target extended~~50 ~~and~~South ~~expanded~~consummated ~~its lease of space at~~ the ~~Property,~~sale ~~effectively leasing 100%~~ of the Property’s ~~office space (449,233 RSF) through March 31, 2030 with no early termination rights. The office space that is subject~~ to ~~the~~Union ~~Target~~Investment ~~Lease~~Real ~~will~~Estate ~~become part of the leased premises at different times that are tied to the expiration dates of existing leases at the Property. However~~GmbH, ~~in the event that any office space that is currently leased by~~ an ~~existing~~unaffiliated ~~tenant becomes available prior to its scheduled expiration date~~third-party, Target is required to accept delivery of such office space on the earlier of (i) the date three months after the Company provides written notice of the availability of such office space to Target or (ii) the originally scheduled commencement date for ~~such office space. The initial leased premises contain an aggregate of 259,344 RSF, are located on floors 7-11 and~~ a ~~portion~~gross ~~of floor 4 and have a~~sales ~~commencement~~price ~~date~~ of ~~April 1~~$164, ~~2014. The balance of space contains an aggregate of 189~~500,~~889 RSF and has or will become part of the leased premises pursuant to the following put arrangement:~~000.

Floor:	Put Premises RSF:	Space Components:	Put Premises Commencement Dates:
Floor 4	14,506 RSF	Suite 440 and 450	April 1, 2012
Floor 3	71,875 RSF	Suite 300	April 1, 2012
Floor 5	26,269 RSF	Suite 500	April 1, 2014
Floor 5	16,707 RSF	Suites 570, 560, 530 and 520	May 1, 2016
Floor 4	17,550 RSF	Suites 490, 470 and 460	July 1, 2016
Floor 6	26,911 RSF	Suites 680, 660, 620, 600 and 670	January 1, 2017
Floor 6	16,071 RSF	Suites 610, 640 and 650	March 1, 2017
Total:	189,889 RSF

On September 3, 2014, 50 South filed its certificate of dissolution with the Secretary of State of the State of Delaware, which became effective on that date, and transferred its remaining net assets (consisting primarily of cash) totaling $66,728,103 to the Trust. Upon the transfer of the assets and liabilities to the Trust, 50 South’s stock records were closed, all of the outstanding shares of 50 South’s preferred and common stock were cancelled, and each stockholder of 50 South automatically became the holder of one unit of beneficial interest in the Trust for each one share of 50 South’s preferred stock then currently held of record by such stockholder. The rights of beneficiaries in their beneficial interests are not represented by any form of certificate or other instrument. Stockholders of 50 South on September 3, 2014 were not required to take any action to receive units of beneficial interests. On the date of the conversion, the economic value of one unit of beneficial interest in the Trust was equivalent to the economic value of one share of 50 South’s preferred stock.

12Although 50 South’s dissolution was effective on September 3, 2014, Section 278 of the General Corporation Law of the State of Delaware provides that 50 South’s existence continues for at least three years after dissolution for limited purposes. Specifically, 50 South will continue to exist for the purpose of prosecuting and defending suits, whether civil, criminal or administrative, by or against it, and enabling 50 South gradually to settle and close its business, to dispose of and convey its property, to discharge its liabilities and to distribute to its stockholders any remaining assets, but not for the purpose of continuing the business for which 50 South was organized.

~~Target~~On ~~also~~September ~~has~~3, ~~the~~2014, FSP ~~right~~50 toSouth ~~extend~~Tenth ~~the~~Street ~~term~~LLC, ofa ~~the~~wholly-owned ~~Target~~subsidiary ~~Lease~~of ~~beyond~~50 ~~March 31~~South, ~~2030~~filed ~~for~~ a ~~minimum~~certificate of ~~225,000~~cancellation ~~RSF~~with ~~for~~the ~~two~~Secretary ~~consecutive~~of ~~additional~~State ~~periods~~ of ~~five~~the ~~years~~State ~~each~~of atDelaware, ~~prevailing~~which ~~market~~became ~~rental~~effective ~~rates~~ upon ~~delivery of prior written notice and satisfaction of certain other customary conditions~~filing.

~~Rent~~On isSeptember ~~comprised~~3, 2014, following the dissolution of 50 South, the Trustee authorized, pursuant to the Trust Agreement, an initial liquidating distribution of a ~~base~~total ~~rent~~of ~~and~~$64,400,000 ~~Target’s~~to ~~share~~the beneficial unit holders of ~~basic~~the ~~operating~~Trust, ~~costs.~~which ~~Base~~amount ~~rent~~was ~~increases~~to ~~each~~be ~~year~~apportioned pro rata according to the beneficial unit holders’ respective interest in the Trust as of September 3, 2014. ~~There~~The isinitial noliquidating ~~“free-rent”~~distribution was oreffected ~~reduced~~on ~~rent~~September ~~period~~19, 2014. InAfter ~~lieu~~giving ofeffect ~~any~~to ~~further~~the ~~tenant~~initial ~~improvement~~liquidating ~~allowance~~distribution, ~~abatement~~as of ~~rent~~September or19, ~~any~~2014, ~~other~~the ~~lease~~Trust retained ~~concessions~~approximately $2, ~~the~~783,149 ~~Company~~in ~~was~~assets, ~~required~~comprised of $879,736 in cash and cash equivalents, the right to ~~pay~~receive ~~Target~~up ato ~~tenant~~$1,645,000 in ~~incentive~~escrow ~~payment~~proceeds in accordance with the ~~amount~~terms of the Purchase and Sale Agreement and related documents, and $23258,~~950~~413 in receivables,~~000.~~ in Inorder ~~addition~~to wind up 50 South’s affairs, ~~the~~resolve ~~Company~~any ~~was~~claims ~~required to~~and ~~pay~~discharge ~~brokerage~~any ~~fees~~liabilities ~~relating~~of to50 South during 50 South’s continued existence under the ~~consummation~~General Corporation Law of the ~~Target~~State ~~Lease~~of inDelaware as described above. As of September 19, 2014, the known ~~amount~~liabilities of 50 South were estimated to be approximately $6459,~~688~~571, primarily consisting of accounts payable and accrued expenses, taxes and professional fees, and the Trust has estimated that it will incur approximately $300,000 in costs related to the liquidation, including legal expenses, accounting expenses, tax reporting expenses, contractor services, and miscellaneous other expected future costs.

On ~~February~~October 2920, ~~2012~~2014, 50 ~~the~~South ~~Company~~filed ~~and Ryan entered into~~ a ~~Lease~~Form ~~Termination~~15 ~~Agreement,~~with ~~which we refer to as~~ the ~~Lease~~SEC ~~Termination Agreement, whereby the parties agreed~~ to terminate ~~Ryan’s lease with~~ the ~~Company~~registration ~~effective March 31, 2012. Effective April 1, 2012, Target directly leased 100%~~ of ~~Ryan~~50 South’s ~~former~~preferred ~~space~~stock atunder the ~~Property~~Securities ~~pursuant~~Exchange Act ~~to the above-described put arrangement. Prior to execution~~ of ~~the~~ ~~Lease~~1934, ~~Termination~~as ~~Agreement~~amended, ~~Ryan’s lease at~~ (the ~~Property~~“Exchange ~~had been scheduled to terminate on July 31, 2015~~Act”).

~~Management~~On ~~believes~~November 14, 2014, the Trust received a no-action letter (the “No Action Letter”) from the SEC stating that the ~~position~~Trust would not be required to register the units of beneficial interests under the ~~Property~~Exchange ~~within~~Act ~~Minneapolis’~~if ~~office~~it ~~and~~operated ~~retail~~as ~~markets~~described isin ~~strong~~that letter. InPursuant ~~order~~ to ~~further~~the No ~~improve~~Action Letter and the ~~Property~~ Trust Agreement, the Trust’s ~~position~~activities inare ~~Minneapolis’~~restricted ~~office~~to the liquidation of the assets and ~~retail~~liabilities transferred ~~markets,~~by ~~throughout~~50 ~~2012~~South to the Trust, ~~management~~and ~~evaluated~~distributing the ~~Property’s operations~~proceeds ~~for~~therefrom ~~both~~to ~~greater~~the ~~efficiency~~beneficiaries, and ~~for~~paying ~~more~~all ~~active~~liabilities, costs and ~~proactive~~expenses ~~sustainability~~of ~~practices~~50 South and the Trust. ~~The~~Under ~~Property~~the isNo ~~Energy~~Action ~~Star®~~Letter, the Trustee agreed to file Annual Reports on Form 10-K ~~certified~~with unaudited financial statements and, Current Reports on ~~November~~Form 1,8-K ~~2010,~~upon ~~earned~~the ~~LEED®~~occurrence ~~Gold~~of ~~certification~~a ~~from~~material event relating to the UTrust with the SEC.S. ~~Green~~The ~~Building~~Trust ~~Council~~is innot ~~the~~required ~~Leadership~~to file periodic reports on Form 10-Q, file proxy statements, or present its financial statements in ~~Energy~~an ~~and~~interactive ~~Environmental~~format ~~Design~~through ~~for~~the ~~Existing~~use ~~Buildings:~~of ~~Operations~~XBRL ~~and~~under ~~Maintenance~~the terms of the No Action Letter.

It is difficult for management to predict what will happen to occupancy or rents after the expiration or earlier termination of existing leases at our Property because the need for space and the price tenants are willing to pay are tied to both the local economy and to the larger trends in the national economy, such as job growth, interest rates, the availability of credit and corporate earnings, which in turn are tied to even larger macroeconomic and political factors, such as recessionary concerns, volatility in energy pricing and the risk of terrorism. In addition to the difficulty of predicting macroeconomic factors, it is difficult to predict how our local market or tenants will suffer or benefit from changes in the larger economy. In addition, because the Property is in a single geographical market, these macroeconomic trends may have a different effect on the Property and on its tenants, many of which operate on a national level. Although we cannot predict how long it would take to lease vacant space at the Property or what the terms and conditions of any new leases would be, we would expect to sign new leases at then current market rates, which may be below the expiring rates.8

~~The~~Liquidation ~~potential~~Basis ~~for any~~ of ~~our~~Accounting ~~tenants to default on its lease or to seek the protection of bankruptcy laws exists. If any of our tenants defaults on its lease, we may experience delays in enforcing our rights as a landlord~~ and ~~may incur substantial costs in protecting our investment.~~Plan ~~In addition, at any time, a tenant may seek the protection~~ of bankruptcy laws, which could result in the rejection and termination of such tenant’s lease and thereby cause a reduction in cash available for distribution to our stockholders. Bankruptcy or a material adverse change in the financial condition of a material tenant would likely have a material adverse effect on our results of operations.Dissolution

~~Bridge~~The ~~Loan~~accompanying financial statements have been prepared on the liquidation basis of accounting. Under the liquidation basis of accounting, assets are stated at their estimated net realizable values and liabilities are stated at their estimated settlement amounts. The precise nature, amount and timing of any future distribution to our beneficial unit holders will depend on and could be delayed by, among other things, claim settlements with creditors, new claims filed by third parties, whether our insurance policies will provide coverage for defense costs and any damages payable on any future litigation matters, and unexpected or greater than expected expenses. Claims, liabilities and future expenses for operations, although currently declining in the aggregate, will continue to be incurred until termination of the Trust. These costs will reduce the amount of net assets available for ultimate distribution to beneficial unit holders

OnCritical ~~December 29, 2011,~~Accounting we executed and delivered a promissory note to Franklin Street that evidenced a loan for up to $106,200,000, which we refer to as the Bridge Loan. On July 27, 2012, we repaid the Bridge Loan in its entirety from the proceeds of the Term Loan (as defined below). The Bridge Loan included a term loan component, which we refer to as the Term Loan Component, in the amount of $76,200,000, all of which was funded on December 29, 2011 and used to repay the BofA Loan in the same amount in full. We paid Franklin Street a Term Loan Component fee in the amount of $762,000 on December 29, 2011. The Bridge Loan also included a revolving line of credit component that could not at any time exceed $30,000,000, which we refer to as the Revolving Line Component. The proceeds of the Revolving Line Component of the Bridge Loan were to be used for lender-approved tenant improvement costs, leasing commissions and other incentives necessary to lease space at the Property.Policies

~~The~~Although ~~Bridge~~our ~~Loan was~~financial ~~evidenced~~statements byand aaccompanying ~~loan~~notes ~~agreement~~are ~~dated~~prepared ~~December~~without 29audit, ~~2011~~they bycontinue ~~and~~to ~~between~~be ~~the~~prepared ~~Company~~in ~~and~~accordance ~~Franklin~~with ~~Street.~~accounting ~~Pursuant~~principles generally toaccepted in the ~~loan~~United ~~agreement, we~~States ~~could~~of ~~borrow,~~America ~~repay~~(“GAAP”) and ~~reborrow~~applicable ~~Revolving~~sections ~~Line~~of ~~Component~~Regulation ~~funds~~S-X inpromulgated by the ~~form~~SEC. ofThe ~~revolving~~preparation ~~advances~~of ~~from~~these ~~time~~financial tostatements ~~time~~requires sous ~~long as~~to nouse ~~event~~estimates ~~of default existed~~ and ~~certain~~assumptions ~~other customary conditions were satisfied, provided, however,~~ that ~~the~~affect ~~aggregate~~reported ~~principal~~amounts ~~amount~~ of ~~all~~assets ~~revolving~~and ~~advances~~liabilities. ~~outstanding~~These atestimates ~~any~~are ~~time~~subject ~~could~~to inknown noand ~~event~~unknown ~~exceed $30~~risks,~~000,000.~~ Onuncertainties ~~March~~and 4,other ~~2012,~~factors wethat ~~requested~~could ~~and~~materially ~~Franklin~~impact ~~Street~~the ~~funded~~amounts areported ~~revolving~~and ~~advance~~disclosed in the ~~amount~~financial ~~of $30,000,000~~statements. We ~~were~~believe ~~required~~the following to ~~pay~~be ~~Franklin~~among ~~Street~~the amost ~~fee~~critical ~~in an amount~~judgment ~~equal~~areas toin ~~1.00%~~the ofapplication ~~each revolving advance. As~~ of ~~December~~our ~~31,~~accounting ~~2012, the revolving advance fees paid to Franklin Street were $300,000~~policies.

13Liquidation Basis of Accounting

AsThe ofliquidation ~~December~~basis ~~31,~~of ~~2012,~~accounting ~~costs~~was ~~and~~adopted ~~fees~~by ~~paid~~50 ~~associated~~South ~~with~~in ~~the~~executing ~~Bridge Loan, including~~ the ~~$762,000~~Plan ~~Term~~of ~~Loan~~Dissolution ~~Component~~for ~~fee,~~all ~~the~~periods ~~$300,000~~subsequent ~~Revolving Line Component fee and a $520,000 exit fee paid~~ to ~~Franklin~~September ~~Street~~3, ~~were $1~~2014,~~582,000~~ and ~~have been fully amortized and are included~~will incontinue ~~interest~~as ~~expense in~~ the ~~Company’s~~basis ~~Consolidated Statement~~ of ~~Operations~~accounting for the ~~year ended December 31, 2012~~Trust.

WeUse ~~were obligated to pay interest only on the outstanding principal amount~~ of the Term Loan Component and any revolving advances under the Revolving Line Component at the fixed rate of 6.51% per annum. The outstanding principal amount of the Bridge Loan, together with any accrued but unpaid interest, was due and payable on December 31, 2013. The Bridge Loan could be prepaid in whole or in part at any time without premium or penalty. Any partial payment had to be in an amount at least equal to $100,000. At the time of any prepayment and upon payment of the unpaid principal balance on the maturity date, the Company was required to pay Franklin Street an exit fee in an amount equal to 0.49% of such prepayment or payment of the unpaid principal balance. Interest expense paid for the year ended December 31, 2012 was $3,647,000.Estimates

The ~~promissory~~preparation ~~note~~of financial ~~and~~statements ~~the~~in ~~loan~~conformity ~~agreement~~with ~~were~~GAAP ~~secured~~requires bymanagement ato ~~combination~~make ~~mortgage,~~estimates ~~security agreement~~ and ~~fixture~~assumptions ~~filing~~that ~~dated~~affect ~~December~~the ~~29,~~reported ~~2011~~amounts ~~from~~of assets ~~the~~and ~~Company~~liabilities inand ~~favor~~disclosure of ~~Franklin~~contingent ~~Street,~~assets anand ~~environmental~~liabilities ~~indemnification~~at ~~agreement~~the ~~dated~~date ~~December~~of ~~29,~~the ~~2011~~financial ~~from~~statements. ~~the~~The ~~Company~~liquidation inbasis ~~favor~~ of ~~Franklin~~accounting ~~Street,~~requires ~~and~~us anto ~~assignment~~make ofassumptions, ~~leases~~judgments and ~~rents~~estimates ~~dated~~that ~~December~~can ~~29,~~have ~~2011~~a ~~from~~significant ~~the~~impact ~~Company~~on inour ~~favor~~reported ofnet ~~Franklin~~assets in ~~Street~~liquidation. ~~The~~ ~~mortgage~~We ~~constituted~~base aour ~~lien~~assumptions, ~~against~~judgments ~~the Property~~ and ~~was~~estimates ~~recorded~~on ~~in of~~ the ~~Office~~most ofrecent ~~the~~information ~~Hennepin~~available ~~County~~and ~~Registrar~~various ofother ~~Titles.~~factors ~~The~~that ~~loan~~we ~~documents~~believe ~~that~~to ~~evidenced~~be ~~and~~reasonable ~~secured~~under the ~~Bridge~~circumstances. ~~Loan~~Actual ~~contained~~results ~~customary~~could ~~representations~~differ ~~and~~materially ~~warranties,~~from asthese ~~well~~estimates asunder ~~customary~~different ~~events~~assumptions ofor ~~default~~conditions. ~~and~~Any ~~affirmative~~increases ~~and~~in ~~negative~~the ~~covenants.~~amount Weof ~~were~~estimated incosts ~~compliance~~to ~~with~~be ~~Bridge~~incurred ~~Loan~~during ~~covenants~~liquidation onor ~~July~~decreases ~~27,~~in ~~2012,~~ the ~~date~~estimated ~~that~~realizable value of assets will reduce the ~~Bridge~~amount ~~Loan~~of ~~was~~net ~~repaid~~assets inavailable ~~full.~~for ultimate distribution to the trust beneficiaries

~~Term~~On ~~Loan~~a regular basis, we evaluate our assumptions, judgments and estimates and make changes accordingly. Under the liquidation basis of accounting, we accrue for the estimated remaining costs to be incurred during liquidation, including expenses of the Trustee, legal expenses, accounting expenses, tax expenses, contractor services, and miscellaneous other expected future costs. As of December 31, 2014, such costs were estimated at approximately $250,000. Our estimates are based on assumptions regarding costs to be incurred in executing the Plan of Dissolution. If there are delays in executing the Plan of Dissolution, actual costs incurred during liquidation may increase, reducing net assets available in liquidation.

OnNet ~~July~~Assets 27, 2012, we entered into a new $106,200,000 secured credit facility, which we refer to as the Term Loan, providing for the extension of credit to the Company by Bank of America, N.A., which we refer to as BofA, and RBS Citizens, National Association, which we refer to as RBS Citizens. The Term Loan was structured as a purchase by BofA and RBS Citizens of the Bridge Loan from Franklin Street. Accordingly, in ~~connection with the closing of the Term Loan, the loan documents evidencing and securing the Bridge Loan were amended and restated.~~Liquidation ~~More specifically, on July 27, 2012, we executed~~ and ~~delivered~~Changes ~~an Amended and Restated Promissory Note, which we refer to as the BofA Note, to BofA~~ in ~~the~~Net ~~principal~~Assets ~~amount of $60,000,000 and an Amended and Restated Promissory Note, which we refer to as the RBS Citizens Note, to RBS Citizens~~ in the principal amount of $46,200,000. All of the proceeds of the Term Loan were funded on July 27, 2012 and used to repay the Bridge Loan in its entirety. BofA is the Term Loan’s administrative agent and Merrill Lynch, Pierce, Fenner & Smith Incorporated is the Term Loan’s sole lead arranger and sole book manager.Liquidation

~~The~~On ~~Term~~September ~~Loan is evidenced by a Loan Agreement dated July 27~~3, ~~2012 by and among the Company~~2014, ~~BofA and RBS Citizens, which we refer to as~~ the ~~Loan Agreement.~~ Soremaining ~~long~~net asassets ~~there is no default, the Company is obligated to pay interest only on the outstanding principal amount~~ of ~~the~~50 ~~Term Loan at a variable rate equal to 30-day LIBOR plus 2.00%. The outstanding principal amount of the Term Loan~~South, ~~together~~totaling ~~with any accrued but unpaid interest~~$66, ~~is due and payable on July 27~~728,000, ~~2017.~~were ~~Subject~~transferred to ~~payment by~~ the ~~Company of certain yield maintenance and redeployment costs, the Term Loan may be prepaid in whole or in part at any time~~Trust. ~~Any partial payment must be in an amount at least equal to $100,000.~~

~~Although~~As ~~the~~of ~~interest rate~~December ~~on the Term Loan is variable~~31, ~~under the Loan Agreement the Company was required to fix the 30-day LIBOR interest rate by entering into an interest rate swap agreement with BofA. On July 27~~2014, ~~2012, the Company entered into an ISDA Master Agreement with BofA that~~ ~~fixed~~net ~~the~~assets ~~30-day~~in ~~LIBOR~~liquidation ~~interest rate on the Term Loan at 0.87% per annum for the term~~ of the ~~Term~~Trust ~~Loan.~~totaled ~~Accordingly, when combined with the required~~ $2~~.00% spread over 30-day LIBOR interest rate~~, ~~the all-in interest rate on the Term Loan is 2.87% per annum. Total interest expense on the Term Loan for the years ended December 31~~028, ~~2013 and 2012 was $3,094,~~000 ~~and $1~~,~~336,000,~~ ~~respectively.~~as follows:

14As of December 31, 2014, the Trust retained approximately $2,403,000 in assets, comprised of $570,000 in cash and cash equivalents, the right to receive up to $1,645,000 in escrow proceeds in accordance with the terms of the Purchase and Sale Agreement and related documents, and $188,000 in receivables. The Purchase and Sale Agreement required 50 South to deposit $1,645,000 in an escrow account held by a title company for a period of nine months from the closing of the sale of the Property on September 2, 2014 as security for any claim made by the buyer for breach of any of 50 South’s representations in the Purchase and Sale Agreement. We anticipate that all of these funds will be returned to the Trust on or about June 2, 2015 and be available for one or more additional liquidating distributions in amounts and on dates to be determined. However, there can be no assurance all or any portion of these funds will be returned to the Trust or that there will be sufficient funds available to make any such future liquidating distributions.

~~Revolving Line of Credit~~ 9

While a line of credit is not expected to be needed, we may, without the consent of any holder of shares of our Preferred Stock but subject to any required lender consents, obtain a revolving line of credit of up to $46,200,000 on commercially reasonable terms to be used for capital improvements, operating expenses, working capital requirements or to refinance the Company’s debt and fund other Company purposes, if needed. As of December 31, 2013, we had neither sought nor obtained a revolving line of credit.Liabilities

~~Critical~~As ~~Accounting~~of ~~Policies~~December 31, 2014, the Trust retained approximately $125,000 in liabilities, comprised of accounts payable, accrued expenses, taxes and professional ~~Estimates~~fees and the Trust has estimated that it will incur approximately $250,000 in costs related to the liquidation, including legal expenses, accounting expenses, tax reporting expenses, contractor services, and miscellaneous other expected future costs.

WeStatement ~~have certain critical accounting policies that are subject to judgments and estimates by our management and uncertainties~~ of outcome that affect the application of these policies. We base our estimates on historical experience and on various other assumptions we believe to be reasonable under the circumstances. On an ongoing basis, we evaluate our estimates. In the event estimates or assumptions prove to be different from actual results, adjustments are made in subsequent periods to reflect more current information. The accounting policies that we believe are most critical to the understanding of our financial position and results of operations, and that require significant management estimates and judgments, are discussed below.Operations

~~Critical~~The ~~accounting~~financial statements ~~policies~~of ~~are~~the ~~those~~Trust ~~that~~are ~~have~~prepared ~~the~~on ~~most~~a ~~impact~~liquidation onbasis ~~the~~and ~~reporting~~therefore ofdo ~~our~~not ~~financial~~include ~~condition~~a ~~and~~statement ~~results~~ of operations; ~~and~~all ~~those~~references ~~requiring~~to the ~~significant~~results ~~judgments~~of ~~and~~operations ~~estimates.~~have Webeen ~~believe~~deleted ~~that our judgments~~ and ~~estimates~~replaced ~~are~~by ~~consistently~~references ~~applied~~to ~~and~~changes ~~produce~~in ~~financial information~~net ~~that fairly presents our results of operations~~assets. ~~These policies affect our:~~

·Changes ~~recognition~~in ofNet ~~rental~~Assets ~~income~~(In ~~and~~thousands, except ~~depreciation~~units ~~and amortization expense;~~outstanding):

· assessment of the carrying values and impairments of long-lived assets; and

	December 31,		September 3,
	2014		2014
Net assets in liquidation	$	2,028	$	66,428
Number of beneficial units outstanding at each respective date		700		700
Net asset value per unit	$	3	$	95

·For ~~Classification~~the ofperiod ~~leases~~September 3, 2014 to December 31, 2014

~~Depreciation~~Net ~~and~~assets in liquidation ~~Amortization~~decreased $64,400,000 or $92,000 per unit, during the period September 3, 2014 to December 31, 2014. The decrease in our net assets in liquidation is the result of the Trustee having authorized, pursuant to the Trust Agreement, an initial liquidating distribution of a total of $64,400,000 to the beneficial unit holders of the Trust, which amount was to be apportioned pro rata according to the beneficial unit holders’ respective interest in the Trust as of September 3, 2014.

We compute depreciation expense using the straight-line method over estimated useful lives of up to 39 years for the building and improvements, and up to 15 years for personal property. The allocated cost of land is not depreciated. The value of above or below-market leases are amortized over the remaining non-cancelable periods of the lease as an adjustment to rental income. The value of in-place leases, exclusive of the value of above-market and below-market in-place leases, is also amortized over the remaining non-cancelable periods of the respective leases. If a lease is terminated prior to its stated expiration, all unamortized amounts relating to that lease would be written off. Inappropriate allocation of acquisition costs, or incorrect estimates of useful lives, could result in depreciation and amortization expenses which do not appropriately reflect the allocation of our capital expenditures over future periods, as is required by generally accepted accounting principles.

Impairment

We periodically evaluate the Property for impairment indicators. These indicators may include declining tenant occupancy, weak or declining tenant profitability, cash flow or liquidity, our decision to dispose of an asset before the end of its estimated useful life or legislative, economic or market changes that permanently reduce the value of our investment. If indicators of impairment are present, we evaluate the carrying value of the Property by comparing it to its expected future undiscounted cash flows. If the sum of these expected future cash flows is less than the carrying value, we reduce the net carrying value of the Property to the present value of these expected future cash flows. This analysis requires us to judge whether indicators of impairment exist and to estimate likely future cash flows. If we misjudge or estimate incorrectly or if future tenant profitability, market or industry factors differ from our expectations, we may record an impairment charge which is inappropriate or fail to record a charge when we should have done so, or the amount of such charges may be inaccurate.

Lease Classification

Each time we enter into a new lease or materially modify an existing lease we evaluate whether it is appropriately classified as a capital lease or as an operating lease. The classification of a lease as capital or operating affects the carrying value of a property, as well as our recognition of rental payments as revenue. These evaluations require us to make estimates of, among other things, the remaining useful life and market value of a property, discount rates and future cash flows. Incorrect assumptions or estimates may result in misclassification of our leases.

Results of Operations

Comparison of the year ended December 31, 2013 to the year ended December 31, 2012

Revenue

Total revenue increased $0.4 million to $15.4 million for the year ended December 31, 2013, as compared to $15.0 million for the year ended December 31, 2012. This increase was primarily attributable to an increase in rental revenue of $0.1 million, a decrease in amortization of lease acquisition costs of $0.1 million, and an increase in recoverable revenue of $0.5 million, which was offset by an increase in the amortization of lease inducements of approximately $0.3 million.

Expenses

Total expenses decreased approximately $3.6 million to $14.7 million for the year ended December 31, 2013, as compared to $18.3 million for the year ended December 31, 2012. This decrease was primarily attributable to a decrease in interest expense of $3.7 million and a decrease in depreciation and amortization of $0.4 million. The decrease was partially offset by an increase in rental operating expenses of $0.3 million and an increase in real estate taxes and insurance of $0.2 million.

Liquidity and Capital Resources

~~Cash~~We believe that our cash and cash equivalents ~~increased~~ ~~approximately~~balance ~~$1.7~~of ~~million~~approximately to $~~11.4~~570,000 ~~million~~should atprovide ~~December~~sufficient ~~31,~~liquidity ~~2013,~~to asmeet ~~compared~~our tocash ~~$9.7~~needs ~~million~~during ~~for~~ the next ~~year~~twelve ~~ended~~months from December 31, ~~2012~~2014. ~~The~~While ~~increase~~we ofanticipate ~~$1.7~~that ~~million~~our isexisting ~~attributable~~cash and cash equivalents balance will be sufficient to ~~$5.4~~fund ~~million~~our ~~provided~~cash byneeds ~~operating~~for ~~activities~~expenses ~~and~~related ~~was~~to ~~offset~~completion byof ~~cash used~~the Plan of Dissolution for ~~investing~~the ~~activities~~next oftwelve ~~$0.1~~months, ~~million~~we ~~and~~can ~~cash~~provide no ~~used~~assurances ~~for~~that ~~financing~~this ~~activities~~will ofbe ~~$3.6~~the ~~million~~case.

AsAt of December 31, ~~2013~~ 2014, ~~the~~our cash ~~Term~~and ~~Loan~~cash ~~was~~equivalents ~~outstanding~~were held in ~~the~~bank ~~principal~~deposit ~~amount~~accounts. We expect to continue to hold our cash and cash equivalents primarily in bank deposit accounts while we execute the Plan of ~~$106~~Dissolution.~~2 million.~~

~~Management~~Off ~~believes that~~Balance ~~existing~~Sheet cash and cash equivalents as of December 31, 2013 of $11.4 million and cash anticipated to be generated internally by operations will be sufficient to meet working capital requirements, distributions and anticipated capital expenditures for at least the next 12 months.Arrangements

~~Operating~~As ~~Activities~~of December 31, 2014, we did not have any off-balance sheet arrangements or other contractually narrow or limited purpose arrangements. As such, we are not exposed to any financing, liquidity, market or credit risk that could arise if we had engaged in such relationships

~~The~~Obligations cash provided by operating activities of $5.4 million for the year ended December 31, 2013 was primarily attributable to a net income of approximately $0.8 million plus non-cash items of $5.3 million consisting primarily of depreciation and ~~amortization~~Commitments ~~of $4.0 million and amortization of lease acquisition costs of $1.3 million, which was offset by uses arising from other current accounts of $0.7 million.~~

~~Investing~~Our ~~Activities~~contractual obligations and commitments as of December 31, 2014 are reported in the statements of net assets in liquidation as estimated costs to be incurred during liquidation. Obligations and commitments of the Trust include the Trust Agreement, the purchase and sale agreement relating to the sale of the Property, and all banking arrangements.

~~The cash used for investing activities for the year ended December 31, 2013 of $0.1 million was attributable to the purchase of real estate assets.~~10

Financing Activities

The cash used for financing activities of $3.6 million for the year ended December 31, 2013 was attributable to the dividend payments.

Sources and Uses of Funds

Our principal demands on liquidity are cash for operations, interest on debt payments and distributions to equity holders. As of December 31, 2013, we had approximately $2.4 million in accrued liabilities and $106.2 million in long-term debt in the form of the Term Loan. In the near term, liquidity is generated by cash from operations.

Secured Debt

For descriptions of the Company’s past and current secured debt, please refer to (i) Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Trends and Uncertainties – Bridge Loan”, and (ii) Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Trends and Uncertainties – Term Loan”.

Contingencies

We may be subject to various legal proceedings and claims that arise in the ordinary course of our business. Although occasional adverse decisions or settlements may occur, we believe that the final disposition of such matters will not have a material adverse effect on our financial position or results of operations.

Related Party Transactions

Asset Management Agreement

We have in the past engaged in and currently engage in transactions with a related party, Franklin Street and its subsidiaries FSP Investments LLC and FSP Property Management LLC, which we collectively refer to as FSP. We expect to continue to have related party transactions with FSP in the form of management fees paid to FSP to manage the Company on behalf of our stockholders. FSP Property Management LLC currently provides the Company with asset management and financial reporting services. The asset management agreement between the Company and FSP Property Management LLC requires the Company to pay FSP Property Management LLC a monthly fee equal to one percent (1%) of the gross revenues of the Property. The asset management agreement between the Company and FSP Property Management LLC may be terminated by either party without cause at any time, upon at least thirty (30) days written notice, effective at the end of the notice period. For the years ended December 31, 2013 and 2012, management fees paid were $161,000 and $160,000, respectively.

Bridge Loan

For a description of the Bridge Loan from Franklin Street to the Company, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Trends and Uncertainties – Bridge Loan”.

Investor Services Agreement

On August 14, 2012, we entered into an Investor Services Agreement, which we refer to as the FSPI Agreement, with FSP Investments LLC for the provision of investor services to holders of our Preferred Stock. FSP Investments LLC is a wholly-owned subsidiary of Franklin Street, which is the sole holder of our one share of Common Stock that is issued and outstanding. FSP Investments LLC acted as a real estate investment firm and broker/dealer with respect to (a) our organization, (b) our acquisition of the Property and (c) the sale of our equity interests. The FSPI Agreement requires us to pay a monthly service fee of $500 for services performed under the FSPI Agreement, and to reimburse FSP Investments LLC for its reasonable out-of-pocket expenses incurred in connection with the FSPI Agreement. The FSPI Agreement may be terminated by either party with thirty days written notice or immediately upon certain events of default set forth in the FSPI Agreement. For the year ended December 31, 2013 and 2012, investor services fees paid were approximately $16,000 and $3,000, respectively.

Ownership of Common Stock

Franklin Street is the sole holder of the Company’s one share of Common Stock that is issued and outstanding. Subsequent to the completion of the private placement of the Preferred Stock in January 2007, Franklin Street has not been entitled to share in any earnings or any dividend as a result of its ownership of the Common Stock of the Company.

Rental Income Commitments

Our commercial real estate operations consist of the leasing of the Property. Approximate future minimum rental income under non-cancelable operating leases as of December 31, 2013 is as follows:

Year Ending		Amount
December 31,		(in thousands)
	2014	$	8,266
	2015		7,962
	2016		8,080
	2017		8,304
	2018		8,385
	Thereafter		102,298
		$	143,295

Off-Balance Sheet Arrangements

The Company is not party to any off-balance sheet arrangements other than property management commitments. The Company is a party to a management agreement with Ryan, an unaffiliated third party management company, to provide property management services, and is party to an asset management agreement with an affiliate, FSP Property Management LLC, to provide asset management and financial reporting services. The management agreement between the Company and Ryan requires the Company to pay Ryan a monthly fee equal to three percent (3%) of the net operating receipts collected in the preceding month; provided, however, that commencing on April 1, 2014, with respect to any space at the Property directly leased by Target, the monthly fee shall equal two percent (2%) of the net operating receipts collected in the preceding month for such directly leased space. The management agreement between the Company and Ryan may be terminated by the Company without cause at any time, upon at least thirty (30) days written notice. The agreement with FSP Property Management LLC may be terminated by either party without cause at any time, upon at least thirty (30) days written notice. The asset management agreement between the Company and FSP Property Management LLC requires the Company to pay FSP Property Management LLC a monthly fee equal to one percent (1%) of the gross revenues of the Property.

Item 7A. Quantitative and Qualitative Disclosure About Market Risk

Not applicable.

Item 8. Financial Statements and Supplementary Data

~~The~~See ~~information~~Part ~~required~~IV, ~~by this item is included elsewhere herein and incorporated herein by reference. Reference is made to the Index to Consolidated Financial Statements in~~ Item 15 ~~of Part IV~~.

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

Not applicable.

Item 9A. Controls and Procedures

Disclosure Controls and Procedures

~~Our management, with~~(a) ~~the~~Evaluation ~~participation~~ of ~~our principal executive officer and principal financial officer, evaluated the effectiveness of our~~ disclosure controls and procedures ~~as of December 31, 2013~~. ~~The~~Pursuant ~~term~~to ~~“disclosure~~the ~~controls and procedures,” as defined in Rules 13a~~No-~~15(e)~~Action ~~and 15d-15(e) under the Securities Exchange Act of 1934~~Letter, orwe ~~the~~maintain ~~Exchange~~disclosure ~~Act, means~~ controls and ~~other~~ procedures of ~~a company~~ that are designed to ensure that information required to be disclosed byin aour ~~company~~reports inunder the ~~reports~~Securities ~~that~~Exchange itAct ~~files~~of ~~or submits~~1934, ~~under~~as amended, (the “Exchange Act”), is recorded, processed, summarized and reported, within the time periods specified in the ~~SEC's~~ rules and ~~forms.~~ ~~Disclosure controls and procedures include~~forms, ~~without limitation, controls~~ and ~~procedures designed to ensure~~ that such information ~~required~~ ~~to be disclosed by a company in the reports that it files or submits under the Exchange Act~~ is accumulated and communicated to the ~~company’s management~~Trustee, ~~including its principal executive and principal financial officers,~~ as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in ~~evaluating~~ the ~~cost-benefit~~case ~~relationship~~when ofoutside ~~possible controls and procedures. Based on the evaluation of our disclosure controls~~contract ~~and~~services ~~procedures~~are asused ~~of December 31, 2013, our principal executive officer~~ and ~~principal financial officer concluded that,~~ as ~~of such date~~appropriate, ~~our~~to ~~disclosure~~allow ~~controls~~timely ~~and~~decisions ~~procedures~~regarding ~~were~~required ~~effective at the reasonable assurance level~~disclosure.

19As required by Rules 13a-15(b) and 15d-15(b) of the Exchange Act, an evaluation as of December 31, 2014 was conducted by our Trustee of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on this evaluation, our Trustee concluded that our disclosure controls and procedures as of September 30, 2014 were effective for the purposes stated above.

(b) Management’s ~~Annual~~ Report on Internal Control ~~Over~~over Financial Reporting. The Trustee is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Based on the evaluation of the Trustee, our Trustee concluded that our internal control over financial reporting was effective as of December 31, 2014.

~~The management of the~~(c) ~~Company~~Changes isin ~~responsible for establishing and maintaining adequate~~ internal control over financial reporting. ~~Internal~~There ~~control~~were ~~over financial~~no ~~reporting~~changes isin ~~defined~~our ininternal ~~Rule~~control ~~13a-15(f)~~over orfinancial ~~15d-15(f)~~reporting that ~~promulgated~~occurred ~~under~~during the ~~Securities~~quarter ~~Exchange~~ended ~~Act~~December ~~of 1934 as a process designed by~~31, ~~or under the supervision of~~2014, ~~the~~that ~~Company’s~~have ~~principal~~materially ~~executive and principal financial officer and effected by the Company’s board of directors~~affected, ~~management~~or ~~and~~are ~~other~~reasonably ~~personnel,~~likely to ~~provide reasonable assurance regarding the reliability~~materially ofaffect, ~~financial~~our ~~reporting~~internal ~~and~~control ~~the~~over ~~preparation of~~ financial ~~statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:~~reporting.

~~• Pertain~~The toTrustee’s assessment of the ~~maintenance~~effectiveness of ~~records~~our ~~that~~internal incontrols ~~reasonable~~over ~~detail~~financial ~~accurately~~reporting ~~and~~was ~~fairly~~not ~~reflect~~audited. ~~the~~The ~~transactions~~Trustee’s report ~~and~~is ~~dispositions~~not ofsubject to attestation pursuant to the ~~assets~~ rules of the ~~Company;~~Securities and Exchange Commission.

~~• Provide reasonable~~Item ~~assurance~~9B. Other that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; andInformation

~~• Provide~~Not ~~reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements~~applicable.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.11

~~The~~PART Company’s management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2013. In making this assessment, the Company’s management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated 1992 Framework.III

~~Based~~Item ~~on our assessment~~10. Directors, ~~management~~Executive ~~concluded~~Officers ~~that,~~and asCorporate ~~of December 31, 2013, the Company’s internal control over financial reporting is effective based on those criteria.~~Governance

~~This~~As ~~annual report is not required to include an attestation report~~ of ~~the~~December ~~Company's~~31, ~~registered~~2014, we ~~public~~have ~~accounting~~no ~~firm~~directors ~~regarding~~or ~~internal~~executive ~~control over financial reporting~~officers. ~~This~~The ~~report~~Trustee ~~shall~~manages ~~not be deemed to be filed for~~ the ~~purposes~~business ofaffairs ~~Section~~and 18assets of the ~~Exchange Act or otherwise subject to the liabilities of that section~~Trust.

~~Changes~~Responsibilities inof ~~Internal Control Over Financial~~our ~~Reporting~~Trustee

NoThe ~~change~~Trust Agreement provides that the Trustee will not be personally liable to any beneficiary or to any other party for any act it may do or omit to do as trustee while acting in ~~our~~good ~~internal~~faith, except for its own gross negligence or willful misconduct. The fact that any such act or omission ~~control~~was ~~over~~advised, ~~financial~~directed ~~reporting~~or ~~occurred~~approved ~~during~~by an attorney acting as attorney for the ~~year~~Trust ~~ended~~will ~~December~~be ~~31,~~conclusive ~~2013~~evidence ~~that~~of such good faith. The Trustee has ~~materially~~responsibility ~~affected~~for the safekeeping and use of all of our funds and assets, whether or isnot ~~reasonably~~they are in its immediate ~~likely~~possession and control, and may not use or commingle funds with other person or entity or permit another to ~~materially~~use ~~affect,~~such funds or assets in any manner except for our ~~internal~~exclusive ~~control~~benefit. ~~over~~The ~~financial~~Trustee ~~reporting~~may utilize the assistance of contract services or firms to assist in completing the Plan of Dissolution.

~~Item~~Audit ~~9B. Information~~Committee

~~Not~~The ~~applicable~~Trust does not have an audit committee or other committee that performs similar functions and, consequently, has not designated an audit committee financial expert.

20Sections 16(a) Beneficial Ownership Reporting Compliance

~~PART~~Not ~~III~~Applicable.

~~Item~~Code ~~10. Directors, Executive~~of ~~Officers and Corporate Governance~~Ethics

~~Directors~~We have not adopted a code of ethics nor do we currently intend to due to the fact that we have no employees and ~~Executive~~our ~~Officers~~Trustee manages our business and affairs subject to its fiduciary duties. Our Trustee intends to promote honest and ethical conduct, full and fair disclosure in our reports to the SEC, and compliance with applicable governmental laws and regulations.

~~Information~~Item ~~regarding the executive officers and directors of the Company as of February 28, 2014 is set forth below~~11. ~~The biographies of each of the~~ Executive directors below contain information regarding the person’s service as a director, business experience, director positions held currently or at any time during the last five years, information regarding involvement in certain legal or administrative proceedings, if applicable, and the experiences, qualifications, attributes or skills that caused our Board of Directors to determine that the person should serve as a director of the Company. In addition, all of our directors bring to our Board executive leadership experience derived from their service as executives of a public company and specifically as an executive of Franklin Street, as well as other key attributes that are important to an effective board: integrity, candor, analytical skills, the willingness to engage management and each other in a constructive and collaborative fashion. In addition, we have included information about each nominee’s specific experience, qualifications, attributes, or skills that led the board to conclude that he or she should serve as a director of the Company, in light of our business and structure.Compensation

~~George~~As ~~J. Carter, age 65, is President and a director~~ of ~~the~~December ~~Company. Since 1996 he has also been President and Chief Executive Officer and a director of Franklin Street and is responsible for all aspects of the business of Franklin Street and its affiliates~~31, ~~with special emphasis~~2014, onwe ~~the~~have ~~evaluation,~~no ~~acquisition~~directors ~~and structuring of real estate investments. From 1992 through 1996 he was President of Boston Financial Securities, Inc.,~~ or ~~Boston~~executive ~~Financial~~officers. ~~Prior~~The toTrustee ~~joining~~manages Boston Financial, Mr. Carter was owner and developer of Gloucester Dry Dock, a commercial shipyard in Gloucester, Massachusetts. From 1979 to 1988, Mr. Carter served as Managing Director in charge of marketing at First Winthrop Corporation, a national real estate and investment banking firm headquartered in Boston, Massachusetts. Prior to that, he held a number of positions in the ~~brokerage~~business ~~industry~~affairs ~~including those with Merrill Lynch & Co.~~ and ~~Loeb~~assets ~~Rhodes & Co. Mr. Carter is a graduate~~ of the ~~University of Miami (B~~Trust.~~S.).~~ ~~Mr.~~The ~~Carter~~Trustee ~~is a FINRA General Securities Principal (Series~~does ~~24)~~not ~~and~~receive ~~holds~~any ~~a FINRA Series 7 general securities license and a FINRA Series 79, Investment Banker Registration license~~compensation.

~~Barbara~~Item J12. ~~Fournier,~~ Security ~~age~~Ownership ~~58, is the Vice President, Chief Operating Officer, Treasurer and Secretary and a director~~ of ~~the~~Certain ~~Company.~~Beneficial ~~Since~~Owners ~~1996, she has also been Chief Operating Officer, Treasurer~~ and ~~Secretary~~Management and aRelated ~~director~~Stockholder of Franklin Street. In 2008, Ms. Fournier became an Executive Vice President of Franklin Street. Ms. Fournier has as her primary responsibility, together with George J. Carter, the management of all operating business affairs of Franklin Street and its affiliates. From 1993 through 1996, she was Director of Operations for the private placement division of Boston Financial. Prior to joining Boston Financial, Ms. Fournier served as Director of Operations for Schuparra Securities Corp. and as the Sales Administrator for Weston Financial Group. From 1979 through 1986, Ms. Fournier worked at First Winthrop Corporation in administrative and management capacities, including Office Manager, Securities Operations and Partnership Administration. Ms. Fournier attended Northeastern University and the New York Institute of Finance. Ms. Fournier is a member of the NYSE MKT Listed Company Council. Ms. Fournier participates in corporate governance-related continuing education sessions offered by the NYSE affiliate, Corporate Board Member. Ms. Fournier is a FINRA General Securities Principal (Series 24). She also holds other FINRA supervisory licenses including Series 4 and Series 53, and a FINRA Series 7 general securities license, a FINRA Series 99, Operations Professional license and a FINRA Series 79, Investment Banker Registration license.Matters

~~Janet~~Principal Prier Notopoulos, age 66, is a Vice President and a director of the Company. In addition, she is President of FSP Property Management LLC and an Executive Vice President and a director of Franklin Street and has as her primary responsibility the oversight of the management of the real estate assets of Franklin Street and its affiliates. Prior to joining Franklin Street in 1997, Ms. Notopoulos was a real estate and marketing consultant for various clients. From 1975 to 1983, she was Vice President of North Coast Properties, Inc., a Boston real estate investment company. Between 1969 and 1973, she was a real estate paralegal at Goodwin, Procter & Hoar. Ms. Notopoulos is a graduate of Wellesley College (B.A.) and the Harvard School of Business Administration (M.B.A).Beneficiaries

~~Jeffrey~~There Bis no public market for the units of beneficial interest in the Trust. ~~Carter~~On September 3, ~~age~~ 422014, is50 aSouth ~~Vice~~filed ~~President~~its ~~and~~certificate aof ~~director~~dissolution with the Secretary of State of the ~~Company.~~State Inof ~~addition~~Delaware, hewhich isbecame aneffective ~~Executive~~on ~~Vice~~that ~~President~~date, and ~~Chief~~transferred ~~Investment~~its remaining net assets (consisting ~~Officer~~primarily of ~~Franklin~~cash) ~~Street~~totaling $66,728,000 to the Trust. ~~Prior~~Upon the transfer of the assets and liabilities to ~~joining~~the ~~Franklin~~Trust, ~~Street~~50 inSouth’s stock ~~1998~~records were closed, ~~Mr.~~all ~~Carter~~of ~~worked~~the inoutstanding ~~Trust~~shares ~~Administration~~of ~~for~~50 ~~Northern~~South’s ~~Trust~~preferred and common stock were cancelled, and each ~~Bank~~stockholder of 50 South automatically became the holder of one unit of beneficial interest in ~~Miami,~~the ~~Florida.~~Trust ~~Mr.~~for ~~Carter~~each isone ashare ~~graduate~~of 50 South’s preferred stock then currently held of ~~Arizona~~record ~~State~~by ~~University~~such (Bstockholder.~~A.),~~ The ~~George~~units ~~Washington~~are ~~University~~not ~~(M.A.),~~ and will not be listed on any ~~has~~exchange, ~~completed~~quoted ~~all~~by ~~requirements~~a securities broker or dealer, nor admitted for antrading Min any market, including the over-the-counter market.~~B.A.~~ The ~~from~~beneficial ~~Cornell~~interests ~~University,~~in ~~which~~the Trust are not transferable except by will, beintestate ~~officially~~succession ~~conferred~~or inby ~~May~~operation of ~~2014~~law. ~~Mr.~~Any ~~Carter~~beneficial ~~holds~~interests ain ~~FINRA~~the ~~Series~~Trust 7transferred ~~general~~by ~~securities~~will, ~~license~~intestate ~~and~~succession aor ~~FINRA~~by ~~Series~~operation ~~79,~~of ~~Investment~~law ~~Banker~~will ~~Registration~~thereafter ~~license~~be subject to such transfer restrictions.

2112

~~Each~~Equity ofCompensation ~~our~~Plan directors holds office from the time of his or her election until the next annual meeting and until a successor is elected and qualified, or until such director’s earlier death, resignation or removal. Each of the above persons has been associated with us in the positions described above since our inception in 2006. Each of them is an employee of Franklin Street, which is the sole owner of the Common Stock. Each of our officers serves in that capacity at the request of Franklin Street.Information

~~Each~~The ofTrust ~~our~~does ~~directors also~~not ~~serve as directors of FSP Galleria North Corp. and FSP 303 East Wacker Drive Corp., which are public reporting companies sponsored~~have byany ~~Franklin~~equity ~~Street.~~compensation ~~In their capacities as directors of FSP Galleria North Corp~~plans. and FSP 303 East Wacker Drive Corp., each holds office from the time of his or her election until the next annual meeting and until a successor is elected and qualified, or until such director's earlier death, resignation or removal.

~~Based~~The ~~solely~~Trustee onmanages ~~its~~our ~~review~~day-to-day ofbusiness ~~copies~~affairs ofand ~~reports~~assets. ~~filed~~Prior byto the ~~directors~~sale ~~and executive officers~~ of the ~~Company~~Property ~~pursuant~~on toSeptember ~~Section~~2, ~~16(a) of the Exchange Act~~2014, the ~~Company~~Trustee ~~believes~~provided ~~that~~asset ~~during~~management services ~~2013 all filings required~~ to be50 ~~made~~South. byThe ~~its~~Trustee ~~reporting~~is ~~persons~~a ~~were~~wholly-owned ~~timely~~subsidiary ~~made in accordance with the requirements~~ of ~~the~~Franklin ~~Exchange Act~~Street.

~~Corporate~~Trust ~~Governance~~Agreement

~~Our~~On ~~board~~August of22, ~~directors does not have standing compensation~~2014, ~~nominating~~50 South and ~~corporate~~FSP ~~governance~~Property orManagement ~~audit~~LLC, ~~committees.~~as ~~Our~~Trustee ~~officers~~(the ~~are~~“Trustee”), ~~compensated~~formed bythe ~~Franklin Street~~Trust ~~in connection with their employment~~ by ~~Franklin~~entering ~~Street~~into ~~and~~the ~~serve as our executive officers at Franklin Street’s request.~~Liquidating ~~Our~~Trust ~~directors~~Agreement are officers of Franklin Street and we do not consider it necessary to establish a nominating committee or a policy for reviewing nominees recommended by stockholders. We do not have a director who qualifies (as anamended, the “~~audit~~Trust ~~committee financial expert~~Agreement”), ~~under~~for the ~~regulations~~creation ofand ~~the~~operation ~~SEC. We have not adopted a code~~ of ~~business~~the ~~conduct~~FSP or50 ~~code~~South ofTenth ~~ethics for our executive~~Street ~~officers~~Corp. ~~because~~Liquidating ~~all~~Trust of. ~~our~~The ~~officers~~Trustee ~~are~~does ~~officers~~not ofreceive ~~Franklin~~any ~~Street and are governed by Franklin Street’s code of business conduct and ethics~~compensation.

~~Item~~Trustee ~~11. Executive Compensation~~Indemnification

~~Each~~Pursuant ofto the ~~executive~~Trust Agreement, ~~officers~~the ofTrust shall, to the ~~Company~~maximum isextent ~~compensated~~permitted by ~~Franklin~~law, ~~Street~~indemnify the Trustee against, and hold the Trustee harmless as to, any and all claims, causes of action and liabilities, including all expenses and defense costs (including reasonable attorneys’ fees), arising out of or in connection with ~~his~~its orservice ~~her~~as ~~employment~~trustee byunder ~~Franklin~~the ~~Street~~Trust ~~and~~Agreement ~~serves~~or any acts or omissions taken or asomitted anto ~~executive~~be ~~officer~~taken ofas ~~the~~trustee ~~Company~~under atthe ~~Franklin~~Trust ~~Street’s~~Agreement, ~~request~~except ~~without~~to ~~compensation.~~the ~~Franklin~~extent ~~Street~~that it is ~~subject~~finally todetermined that the Trustee did ~~informational~~not ~~requirements~~act in good faith or such actions or omissions constitute gross negligence or willful misconduct on the part of the ~~Exchange~~Trustee. In ~~Act~~the event that any legal proceeding is instituted against the Trustee, ~~and~~as trustee or personally, inon ~~accordance~~account ~~therewith~~of any actions or omissions taken by the Trustee, ~~files~~then ~~reports~~prior ~~and~~to ~~other~~the ~~information~~final ~~with~~disposition of such action, the ~~Securities~~Trustee shall be entitled to cause the ~~and~~Trust ~~Exchange~~to ~~Commission~~advance ~~(SEC).~~to ~~Franklin~~the ~~Street’s~~Trustee ~~common~~such ~~stock~~fees isand ~~traded~~costs onas ~~the~~are ~~NYSE~~reasonably ~~MKT~~incurred ~~under~~by the ~~symbol~~Trustee ~~“FSP”~~in defending against such action.

22Investor Services Agreement

~~Item~~On ~~12. Security~~August ~~Ownership~~14, 2012, we entered into an Investor Services Agreement (the “FSPI Agreement”) with FSP Investments LLC for the provision of ~~Certain~~investor services ~~Beneficial~~to ~~Owners~~beneficial unit holders. FSP Investments LLC is a wholly-owned subsidiary of Franklin Street. FSP Investments LLC acted as a real estate investment firm and ~~Management~~broker/dealer with respect to (a) 50 South’s organization, (b) 50 South’s acquisition of the Property and ~~Related~~(c) ~~Stockholder~~the ~~Matters~~sale of equity interests in 50 South. The FSPI Agreement requires us to pay a monthly service fee of $500 for services performed under the FSPI Agreement, and to reimburse FSP Investments LLC for its reasonable out-of-pocket expenses incurred in connection with the FSPI Agreement. The FSPI Agreement may be terminated by either party with thirty days written notice or immediately upon certain events of default set forth in the FSPI Agreement.

~~The~~Item ~~following tables~~14. Principal ~~set~~Accounting ~~forth~~Fees ~~the beneficial ownership of the Company’s Common Stock~~ and Preferred Stock as of February 28, 2014 by each holder who beneficially owns more than five percent of the Company’s Common Stock or Preferred Stock, by each director, by each of the Company’s executive officers and by all current directors and executive officers as a group. To the Company’s knowledge, no person or group, other than as set forth below, beneficially owns more than five percent of the Company’s Common Stock or Preferred Stock.Services

Common Stock	Number of Shares	Percentage of
	Beneficially	Outstanding
Name of Holder	Owned	Common Stock
Franklin Street Properties Corp. (1)	1	100%
George J. Carter(2)	-	0%
Barbara J. Fournier(2)	-	0%
Janet P. Notopoulos(2)	-	0%
Jeffrey B. Carter(2)	-	0%
All Directors and Executive Officers as a Group
(consisting of 4 persons)(2)	-	0%

Not applicable.

Preferred Stock	Number of Shares	Percentage of
	Beneficially	Outstanding
Name of Holder	Owned	Preferred Stock
George J. Carter(2)	-	0%
Barbara J. Fournier(2)	-	0%
Janet P. Notopoulos(2)	-	0%
Jeffrey B. Carter(2)	-	0%
All Directors and Executive Officers as a Group
(consisting of 4 persons) (2)	-	0%

~~(1)~~PART ~~The address of Franklin Street Properties Corp. is 401 Edgewater Place, Wakefield, Massachusetts 01880.~~IV

~~(2)~~Item ~~Each of the Executive Officers is employed by Franklin Street Properties Corp~~15. ~~Franklin~~Exhibits, ~~Street~~Financial ~~Properties~~Statement ~~Corp. owns 100% of the issued and outstanding Common Stock of the Company.~~Schedules

~~Equity~~(a)(1) Financial ~~Compensation~~Statements ~~Plan~~and ~~Information~~Financial Statement Schedules.

The Company does not have any equity compensation plans.

	Page
Unaudited Statement of Net Assets in Liquidation as of December 31, 2014	15
Unaudited Statement of Changes in Net Assets in Liquidation for the period September 3, 2014 to December 31, 2014	16
Notes to Unaudited Financial Statements	17

23(a)(2) Financial Statement Schedules:

~~Item~~All ~~13.~~schedules have been ~~Certain~~omitted ~~Relationships~~as ~~and~~the ~~Related~~required ~~Transactions,~~information ~~and~~is ~~Director~~inapplicable ~~Independence~~or the information is presented in the unaudited financial statements or related notes.

~~Certain~~(a)(3) ~~Relationships and Related Transactions~~Exhibits:

~~George~~The J.exhibits ~~Carter,~~listed ~~Barbara~~on J.the ~~Fournier,~~Exhibit ~~Janet~~Index P.(following ~~Notopoulos and Jeffrey B. Carter, each of whom is an executive officer and a director of~~ the ~~Company,~~signatures ~~are executive~~section ~~officers~~ of ~~Franklin~~this ~~Street Properties Corp. (“Franklin Street”~~report) ~~and~~are included, ~~except~~or ~~for~~incorporated ~~Jeffrey~~by ~~B. Carter~~reference, ~~are~~in ~~directors of~~this ~~Franklin Street. Jeffrey B. Carter is George J. Carter’s son. None of such persons received any remuneration from the~~annual ~~Company for their services~~report.

~~Asset~~(b) ~~Management Agreement~~Exhibits:

WeSee ~~have~~item ~~in the past engaged in and currently engage in transactions with a related party, Franklin Street and its subsidiaries FSP Investments LLC and FSP Property Management LLC~~ 15(collectively “FSP”). We expect to continue to have related party transactions with FSP in the form of management fees paid to FSP to manage the Company on behalf of our stockholders. FSP Property Management LLC currently provides the Company with asset management and financial reporting services. The asset management agreement between the Company and FSP Property Management LLC requires the Company to pay FSP Property Management LLC a ~~monthly fee equal to one percent (1%~~) of the gross revenues of the Property. The asset management agreement between the Company and FSP Property Management LLC may be terminated by either party without cause at any time, upon at least thirty (303) ~~days written notice, effective at the end of the notice period~~above. ~~For the years ended December 31, 2013 and 2012, management fees paid were $161,000 and $160,000, respectively.~~

~~Bridge~~(c) ~~Loan~~Financial Statement Schedules:

~~For~~All aschedules ~~description~~have ofbeen ~~the~~omitted ~~Bridge~~as ~~Loan from Franklin Street to~~ the ~~Company,~~required ~~please~~information ~~refer~~is toinapplicable ~~Part~~or ~~II,~~the ~~Item~~information 7,is ~~“Management’s~~presented ~~Discussion~~in ~~and Analysis~~the ofunaudited ~~Financial~~financial ~~Condition~~statements ~~and~~or ~~Results of Operations – Trends and Uncertainties – Bridge Loan”~~related notes.

~~Investor Services Agreement~~14

~~On August 14, 2012, we entered into an Investor Services Agreement (the “FSPI Agreement”) with~~ FSP ~~Investments~~50 ~~LLC~~South ~~for~~Tenth ~~the provision of investor services to holders of our Preferred Stock. FSP Investments LLC is a wholly-owned subsidiary of Franklin~~ Street, ~~which is the sole holder of our one share of Common Stock that is issued and outstanding~~Corp. ~~FSP Investments LLC acted as a real estate~~Liquidating investment firm and broker/dealer with respect to (a) our organization, (b) our acquisition of the Property and (c) the sale of our equity interests. The FSPI Agreement requires us to pay a monthly service fee of $500 for services performed under the FSPI Agreement, and to reimburse FSP Investments LLC for its reasonable out-of-pocket expenses incurred in connection with the FSPI Agreement. The FSPI Agreement may be terminated by either party with thirty days written notice or immediately upon certain events of default set forth in the FSPI Agreement. For the years ended December 31, 2013 and 2012, investor services fees paid were approximately $16,000 and $3,000, respectively.Trust

~~Ownership~~Statement of ~~Common Stock~~Net Assets in Liquidation

~~Franklin~~As ~~Street is the sole holder~~ of ~~the~~December ~~Company’s one share of Common Stock that is issued and outstanding. Subsequent to the completion of the private placement of the Preferred Stock in January 2007~~31, ~~Franklin Street has not been entitled to share in any earnings or any dividend as a result of its ownership of the Common Stock of the Company.~~2014

~~Director Independence~~(in thousands, unaudited)

Our securities are not listed on a national securities exchange or in an inter-dealer quotation system. None of our directors qualifies as “independent” under the standards of the NYSE MKT, where Franklin Street is listed.

Assets
Cash and cash equivalents	$	570
Restricted Cash		1,645
Receivables and other assets		188
		2,403

Liabilities
Accounts payable and accrued expenses	$	125
Distribution Payable		—
Costs to be incurred during liquidation		250
		375

Net Assets in Liquidation	$	2,028

24The accompanying notes are an integral part of this unaudited financial statement.

~~Item 14. Principal Accounting Fees and Services~~15

~~Independent~~FSP ~~Auditor~~50 ~~Fees~~South ~~and~~Tenth ~~Other~~Street ~~Matters~~Corp. Liquidating Trust

OnStatement January 10, 2014, the Company was informed by its former independent registered public accounting firm, Braver P.C. (“Braver”), that it had combined its practice (the “Transaction”) with Marcum LLP (“Marcum”) on January 10, 2014. As a result of ~~the~~Changes ~~Transaction,~~in ~~Braver effectively~~Net ~~resigned~~Assets asin ~~the Company’s independent registered public accounting firm. On February 4, 2014, the Company engaged Marcum as the Company’s independent registered public accounting firm.~~Liquidation

~~The~~For ~~following table summarizes~~ the ~~aggregate fees~~Period ~~billed~~September ~~by the Company’s former independent registered public accounting firm~~3, ~~Braver,~~2014 ~~for~~to ~~audit services for each of~~December ~~the~~31, ~~last two fiscal years and for other services rendered to the Company in each of the last two fiscal years.~~2014

	2013		2013		2012
Fee Category	Marcum		Braver		Braver
Audit Fees (1)	$	49,875	$	14,175	$	64,050
Audit-Related Fees (2)		—		—		—
Tax Fees (3)		5,250		—		5,250
All Other Fees (4)		—		—		—
	$	55,125	$	14,175	$	69,300

(in thousands, unaudited)

(1) Audit fees consist of fees for the audit of our financial statements, the review of the interim financial statements included in our quarterly reports on Form 10-Q, and other professional services provided in connection with statutory and regulatory filings or engagements.

Net Assets in liquidation, beginning of period	$	—
Changes in net assets in liquidation:
Transfer from 50 South		66,728
Costs to be incurred during liquidation		(300	)
Net Change in net assets in liquidation		66,428

Amount of authorized distribution		64,400

Net increase in net assets in liquidation		2,028
Net Assets in liquidation, end of period	$	2,028

~~(2)~~The ~~Audit-related~~accompanying ~~fees~~notes ~~consist of fees for assurance and related services that~~ are ~~reasonably~~an ~~related~~integral ~~to the performance~~ part of ~~the~~this ~~audit~~unaudited ~~and the review of our~~ financial ~~statements and which are not reported under “Audit Fees”~~statement.

(3) Tax fees consist of fees for tax compliance, tax advice and tax planning services. Tax compliance services, which relate to the preparation of tax returns, claims for refunds and tax payment-planning services, accounted for $5,250 of the total tax fees incurred in 2013 and 2012.16

~~(4)~~FSP ~~The~~50 ~~Company~~South ~~was~~Tenth ~~not~~Street ~~billed~~Corp. byLiquidating Trust Notes ~~either~~to ~~independent~~Unaudited ~~registered~~Financial ~~public accounting firm in 2013 or 2012 for any other fees.~~Statements

~~Pre-Approval~~Note ~~Policy~~1. ~~and~~Description ~~Procedures~~of Business

~~The~~As ~~Company~~used ~~has~~in ~~not~~this Annual Report on Form 10-K, ~~adopted~~unless ~~policies~~the context otherwise requires, the terms “we,” “us,” “our,” and ~~procedures~~“the ~~relating~~Trust” refer to the ~~pre-approval~~FSP of50 ~~audit~~South ~~and~~Tenth ~~non-audit~~Street ~~services~~Corp. ~~that~~Liquidating ~~are~~Trust to. beThe ~~performed~~use byof ~~the~~“50 ~~Company’s~~South” refers to FSP 50 South Tenth ~~independent~~Street ~~registered~~Corp., ~~public~~except ~~accounting~~where ~~firm~~the context otherwise requires.

25On August 22, 2014, 50 South and FSP Property Management LLC, as Trustee (the “Trustee”), formed the Trust by entering into the Liquidating Trust Agreement (as amended, the “Trust Agreement”), for the creation and operation of the FSP 50 South Tenth Street Corp. Liquidating Trust . FSP Property Management LLC previously served as 50 South’s asset manager and is a wholly-owned subsidiary of Franklin Street. The Trust’s activities are restricted to the conservation and protection of the assets transferred by 50 South to the Trust and the administration thereof, including the payment of any liabilities, costs and expenses of 50 South or the Trust. The Trust will terminate upon the earlier of the distribution of all of the Trust’s assets in accordance with the terms of the Trust Agreement, or the expiration of a period of three years from the effective date of the Trust. The existence of the Trust may, however, be extended for up to two additional one-year periods in the Trustee’s reasonable discretion. The beneficial interests in the Trust are not transferable except by will, intestate succession or by operation of law. Any beneficial interests in the Trust transferred by will, intestate succession or by operation of law will thereafter be subject to such transfer restrictions.

~~PART~~On IVSeptember 3, 2014, 50 South filed its certificate of dissolution with the Secretary of State of the State of Delaware, which became effective on that date, and transferred its remaining net assets (consisting primarily of cash) totaling $66,728,103 to the Trust. Upon the transfer of the assets and liabilities to the Trust, 50 South’s stock records were closed, all of the outstanding shares of 50 South’s preferred and common stock were cancelled, and each stockholder of 50 South automatically became the holder of one unit of beneficial interest in the Trust for each one share of 50 South’s preferred stock then currently held of record by such stockholder. The rights of beneficiaries in their beneficial interests are not represented by any form of certificate or other instrument. Stockholders of 50 South on September 3, 2014 were not required to take any action to receive units of beneficial interests. On the date of the conversion, the economic value of one unit of beneficial interest in the Trust was equivalent to the economic value of one share of 50 South’s preferred stock.

~~Item~~Although 1550 South’s dissolution was effective on September 3, 2014, Section 278 of the General Corporation Law of the State of Delaware provides that 50 South’s existence continues for at least three years after dissolution for limited purposes. ~~Exhibits~~ Specifically, 50 South will ~~Financial~~continue ~~Statement~~to ~~Schedules~~exist for the purpose of prosecuting and defending suits, whether civil, criminal or administrative, by or against it, and enabling 50 South gradually to settle and close its business, to dispose of and convey its property, to discharge its liabilities and to distribute to its stockholders any remaining assets, but not for the purpose of continuing the business for which 50 South was organized.

~~(a)~~Note ~~The~~2. ~~following~~Summary ~~documents are filed as part~~ of ~~this~~Significant ~~report.~~Accounting Policies

1.Basis ~~Financial Statements: The Financial Statements listed in the accompanying Index to Consolidated Financial Statements are filed as part~~ of ~~this Annual Report on Form 10-K.~~Accounting

2.The ~~Financial~~liquidation ~~Statement~~basis ~~Schedule:~~of ~~The~~accounting ~~Financial~~was ~~Statement~~adopted by ~~Schedule~~50 ~~listed~~South onin executing the ~~accompanying~~Plan ~~Index~~of Complete Dissolution and Liquidation (the “Plan of Dissolution”) for all periods subsequent to ~~Consolidated~~September ~~Financial~~3, ~~Statements~~2014, isand ~~filed~~will continue as ~~part~~the basis of ~~this~~accounting ~~Annual~~for ~~Report~~the onTrust. ~~Form~~Under ~~10-K~~the liquidation basis of accounting, assets are stated at their estimated net realizable values and liabilities are stated at their estimated settlement amounts. Claims, liabilities and future expenses for operation of the Liquidating Trust will continue to be incurred until the Trust is terminated.

3.Use ~~Exhibits: The Exhibits listed in the Exhibit Index are filed as part~~ of ~~this Annual Report on Form 10-K.~~Estimates

26The preparation of financial statements in accordance with GAAP and under the liquidation basis of accounting requires us to make estimates and judgments that affect the reported amounts of assets (including net assets in liquidation), liabilities and expenses. We believe that our critical accounting policies are those that require significant judgments and estimates. These estimates are made and evaluated on an on-going basis using information that is currently available as well as various other assumptions believed to be reasonable under the circumstances. Actual results could vary from those estimates, perhaps in material adverse ways, and those estimates could be different under different assumptions or conditions.

~~SIGNATURES~~17

~~Pursuant~~FSP to50 ~~the~~South ~~requirements~~Tenth ofStreet ~~Section~~Corp. 13Liquidating orTrust Notes ~~15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report~~ to beUnaudited ~~signed~~Financial ~~on its behalf as of March 7, 2014 by the undersigned, thereunto duly authorized.~~Statements

~~FSP~~Note 502. ~~South~~Summary ~~Tenth~~of ~~Street~~Significant ~~Corp.~~Accounting Policies (continued)

~~By: /s/ George~~Cash J.and ~~Carter~~ Cash Equivalents

~~George~~As Jof December 31, 2014, cash and cash equivalents total approximately $570,000, which consist of funds held in bank deposit accounts. ~~Carter~~Cash equivalents are stated at costs plus accrued interest approximates market value.

~~President~~Restricted Cash

~~Pursuant~~As toof ~~the~~December ~~requirements~~31, of2014, ~~the~~restricted ~~Securities~~cash was ~~Exchange~~approximately ~~Act~~$1,645,000 ofrepresenting ~~1934,~~funds ~~this~~held ~~report~~in ~~has~~an ~~been~~escrow ~~signed~~account by ~~the~~a ~~following~~title ~~persons~~company onas ~~behalf~~security for any claim of breach of any of 50 South’s representations in the ~~registrant~~purchase and sale agreement signed in connection with the ~~capacities~~sale ~~and~~of 50 South’s real property on September 2, 2014. We anticipate that all of these funds will be returned to the Trust on or about June 2, 2015 and be available for one or more additional liquidating distributions in amounts and on dates ~~indicated~~to be determined. However, there can be no assurance all or any portion of these funds will be returned to the Trust or that there will be sufficient funds available to make any such future liquidating distributions.

Signature	Title	Date
/s/ George J. Carter George J. Carter	President and Director (Principal Executive Officer)	March 7, 2014
/s/ Barbara J. Fournier Barbara J. Fournier	Vice President, Chief Operating Officer, Treasurer, Secretary and Director (Principal Financial Officer and Principal Accounting Officer)	March 7, 2014
/s/ Janet P. Notopoulos Janet P. Notopoulos	Director, Vice President	March 7, 2014
/s/ Jeffrey B. Carter	Director, Vice President
Jeffrey B. Carter		March 7, 2014

Recent Accounting Pronouncements

27There are no previously issued or new accounting pronouncements or changes in accounting pronouncements that have had, or are expected to have a material impact on the Trust’s financial statements.

~~EXHIBIT~~Concentration ~~INDEX~~of Credit Risk - Financial Instruments

Exhibit No.	Description
3.1	Amended and Restated Certificate of Incorporation, incorporated herein by reference to Exhibit 3.1 to FSP 50 South Tenth Street Corp.’s Registration Statement on Form 10, as amended (File No. 000-52551)
3.2	By-Laws, incorporated herein by reference to Exhibit 3.2 to FSP 50 South Tenth Street Corp.’s Registration Statement on Form 10, as amended (File No. 000-52551)
10.1	Amended and Restated Promissory Note, dated July 27, 2012, from FSP 50 South Tenth Street Corp. in favor of Bank of America, N.A, incorporated herein by reference to Exhibit 10.1 to FSP 50 South Tenth Street Corp.’s Current Report on Form 8-K filed on July 27, 2012 (File No. 000-52551)
10.2	Amended and Restated Promissory Note, dated July 27, 2012, from FSP 50 South Tenth Street Corp. in favor of RBS Citizens, National Association, incorporated herein by reference to Exhibit 10.2 to FSP 50 South Tenth Street Corp.’s Current Report on Form 8-K filed on July 27, 2012 (File No. 000-52551)
10.3	Loan Agreement, dated July 27, 2012, among FSP 50 South Tenth Street Corp., Bank of America, N.A. and RBS Citizens, National Association, incorporated herein by reference to Exhibit 10.3 to FSP 50 South Tenth Street Corp.’s Current Report on Form 8-K filed on July 27, 2012 (File No. 000-52551)
10.4	ISDA Master Agreement, dated July 27, 2012, between FSP 50 South Tenth Street Corp. and Bank of America, N.A., together with the schedule relating thereto, incorporated herein by reference to Exhibit 10.4 to FSP 50 South Tenth Street Corp.’s Current Report on Form 8-K filed on July 27, 2012 (File No. 000-52551)
10.5	Amended and Restated Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing, dated July 27, 2012, from FSP 50 South Tenth Street Corp. in favor of Bank of America, N.A., as administrative agent for itself and other lenders, incorporated herein by reference to Exhibit 10.5 to FSP 50 South Tenth Street Corp.’s Current Report on Form 8-K filed on July 27, 2012 (File No. 000-52551)
10.6	Environmental Indemnification and Release Agreement, dated July 27, 2012, from FSP 50 South Tenth Street Corp. in favor of Bank of America, N.A., as administrative agent for itself and other lenders, incorporated herein by reference to Exhibit 10.6 to FSP 50 South Tenth Street Corp.’s Current Report on Form 8-K filed on July 27, 2012 (File No. 000-52551)
10.7	Collateral Assignment of Interest Rate Protection Agreement, dated July 27, 2012, from FSP 50 South Tenth Street Corp. in favor of Bank of America, N.A., as administrative agent for itself and other lenders, incorporated herein by reference to Exhibit 10.7 to FSP 50 South Tenth Street Corp.’s Current Report on Form 8-K filed on July 27, 2012 (File No. 000-52551)
10.8	Assignment and Subordination of Management Agreement, dated July 27, 2012, among FSP 50 South Tenth Street Corp., Bank of America, N.A., as administrative agent for itself and other lenders, and Ryan Companies US, Inc. , incorporated herein by reference to Exhibit 10.8 to FSP 50 South Tenth Street Corp.’s Current Report on Form 8-K filed on July 27, 2012 (File No. 000-52551)
10.9	Office Lease Agreement between FSP 50 South Tenth Street Corp. and Target Corporation dated effective February 29, 2012, incorporated herein by reference to Exhibit 10.1 to FSP 50 South Tenth Street Corp.’s Current Report on Form 8-K filed on March 1, 2012 (File No. 000-52551)

Financial instruments that subject the Trust to a concentration of credit risk consist of cash and cash equivalents and restricted cash balances maintained in financial institutions that are, in part, in excess of Federal Deposit Insurance Corporation (“FDIC”) limits. As of December 31, 2014, the Trust held cash and cash equivalents and restricted cash of approximately $1,715,000 in excess of the FDIC insurance limits.

28Financial Instruments

10.10	Oracle America Lease, as amended, incorporated herein by reference to Exhibit 10.2 to FSP 50 South Tenth Street Corp.’s Registration Statement on Form 10, as amended (File No. 000-52551)
10.11	Asset Management Agreement, incorporated herein by reference to Exhibit 10.3 to FSP 50 South Tenth Street Corp.’s Registration Statement on Form 10, as amended (File No. 000-52551)
10.12	Investor Services Agreement dated August 14, 2012 by and between FSP 50 South Tenth Street Corp. and FSP Investments LLC., incorporated herein by reference to Exhibit 10.1 to FSP 50 South Tenth Street Corp.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, filed on August 14, 2012 (File No. 000-52551)
10.13	Management Agreement, incorporated herein by reference to Exhibit 10.4 to FSP 50 South Tenth Street Corp.’s Registration Statement on Form 10, as amended (File No. 000-52551)
10.14	Voting Agreement, incorporated herein by reference to Exhibit 10.5 to FSP 50 South Tenth Street Corp.’s Registration Statement on Form 10, as amended (File No. 000-52551)
21.1	Subsidiaries of the Registrant, incorporated herein by reference to Exhibit 21.1 to FSP 50 South Tenth Street Corp.’s Registration Statement on Form 10, as amended (File No. 000-52551)
31.1*	Certification of FSP 50 South Tenth Street Corp.'s principal executive officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*	Certification of FSP 50 South Tenth Street Corp.'s principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*	Certification of FSP 50 South Tenth Street Corp.'s principal executive officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*	Certification of FSP 50 South Tenth Street Corp.'s principal financial officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101**	The following materials from FSP 50 South Tenth Street Corp.’s Annual Report on Form 10-K for the year ended December 31, 2013, formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets; (ii) the Consolidated Statements of Operations; (iii) Consolidated Statements of Other Comprehensive Income (Loss); (iv) the Consolidated Statements of Changes in Stockholders’ Equity; (v) the Consolidated Statements of Cash Flows; and (v) the Notes to Consolidated Financial Statements
*	Filed herewith.
**	XBRL (eXtensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these Sections.

Our net assets in liquidation as of December 31, 2014 include the following financial instruments: cash and cash equivalents and accrued expenses. As our financial statements have been prepared under the liquidation basis of accounting, the carrying values of these instruments classified as assets and liabilities represent their estimated net realizable values and estimated settlement amounts, respectively.

29Costs to be incurred during liquidation

~~FSP~~Under 50the ~~South~~liquidation ~~Tenth~~basis ~~Street~~of ~~Corp~~accounting, we accrue for the estimated remaining costs to be incurred during liquidation, including legal expenses, accounting expenses, tax reporting expenses, contractor services, and miscellaneous other expected future costs. As of December 31, 2014, such costs were estimated at approximately $250,000. Our estimates are based on assumptions regarding costs to be incurred in executing the Trust Agreement, as described above in Note 1. The actual costs incurred during liquidation may increase, reducing net assets available in liquidation.

~~Index~~Income ~~to Consolidated Financial Statements~~Taxes

~~Table~~We are treated as a grantor trust for federal income tax purposes and accordingly, will not be subject to federal or state income tax on any income earned or gain recognized by us. Our beneficiaries will be treated as the owner of ~~Contents~~a pro rata portion of each asset, including cash, received by and held by us and will be required to report on his or her federal, state or foreign tax return his or her pro rata share (per unit) of taxable income, including gains and losses recognized by us. Accordingly, there is no provision for federal or state income taxes in the accompanying financial statements.

	Page
Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm – Marcum LLP	F-2
Report of Independent Registered Public Accounting Firm – Braver P.C.	F-3
Consolidated Balance Sheets as of December 31, 2013 and 2012	F-4
Consolidated Statements of Operations for the years ended December 31, 2013 and 2012	F-5
Consolidated Statements of Other Comprehensive Income (Loss) for the years ended December 31, 2013 and 2012	F-6
Consolidated Statements of Changes in Stockholders’ Equity for the years ended December 31, 2012 and 2013	F-7
Consolidated Statements of Cash Flows for the years ended December 31, 2013 and 2012	F-8
Notes to Consolidated Financial Statements	F-9
Financial Statement Schedule – Schedule III	F-21

~~F-1~~FSP 50 South Tenth Street Corp. Liquidating Trust Notes to Unaudited Financial Statements

~~[LETTERHEAD OF~~Note ~~MARCUM~~3. ~~LLP]~~Commitments and Contingencies

~~REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM~~Indemnifications

ToPursuant to the ~~Board~~Trust Agreement, the Trust shall, to the maximum extent permitted by law, indemnify the Trustee against, and hold the Trustee harmless as to, any and all claims, causes of ~~Directors~~action and ~~Stockholders~~liabilities, including all expenses and defense costs (including reasonable attorneys’ fees), arising out of or in connection with its service as trustee under the Trust Agreement or any acts or omissions taken or omitted to be taken as trustee under the Trust Agreement, except to the extent that it is finally determined that the Trustee did not act in good faith or such actions or omissions constitute gross negligence or willful misconduct on the part of the Trustee. In the event that any legal proceeding is instituted against the Trustee, as trustee or personally, on account of any actions or omissions taken by the Trustee, then prior to the final disposition of such action, the Trustee shall be entitled to cause the Trust to advance to the Trustee such fees and costs as are reasonably incurred by the Trustee in defending against such action.

~~FSP 50 South Tenth Street Corp.~~19

~~Wakefield, Massachusetts~~SIGNATURE

WePursuant ~~have~~to ~~audited~~ the ~~accompanying~~ ~~consolidated balance sheet~~ requirements of ~~FSP~~Section 5013 ~~South~~or ~~Tenth Street Corp.~~ 15(~~the “Company”~~d) as of ~~December 31, 2013, and~~ the ~~related~~Securities ~~consolidated~~Exchange ~~statements~~Act of ~~operations~~1934, ~~other comprehensive income (loss), changes in stockholders’ equity and cash flows for~~ the ~~year~~registrant ~~then~~has ~~ended.~~duly ~~Our~~caused ~~audit~~this ~~also~~report included the financial statement schedule listed in the Index at Item 15(a)(2). These consolidated financial statements and schedule are the responsibility of the Company’s management. Our responsibility is to ~~express~~be ansigned ~~opinion~~ on ~~these~~its ~~consolidated financial statements and~~behalf ~~financial~~by ~~statement~~the ~~schedule~~undersigned, ~~based~~thereunto onduly ~~our audit~~authorized.

WeFSP ~~conducted~~50 ~~our~~SOUTH ~~audit~~TENTH inSTREET ~~accordance with the standards of the Public Company Accounting Oversight Board (United States)~~CORP. ~~Those~~ ~~standards require that we plan and~~LIQUIDATING perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. The Company 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 Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.TRUST

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of FSP 50 South Tenth Street Corp., as of December 31, 2013, and the consolidated results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly in all material respects the information set forth therein.(Registrant)

~~/s/~~By: FSP ~~Marcum~~Property ~~llp~~Management LLC, its Trustee

Needham, Massachusetts

Date: March 31, 2015	By:	/s/ John G. Demeritt
		John G. Demeritt
		Executive Vice President and Chief Financial Officer

~~March 7, 2014~~20

~~F-2~~EXHIBIT INDEX

~~[LETTERHEAD~~Pursuant to Item 601(a)(2) of Regulation OFS-K, ~~BRAVER~~this ~~PC]~~exhibit index immediately precedes the exhibits.

~~REPORT~~The OFfollowing ~~INDEPENDENT~~exhibits ~~REGISTERED~~are ~~PUBLIC~~included, ~~ACCOUNTING~~or ~~FIRM~~incorporated by reference, in the Annual Report on Form 10-K for the fiscal year 2014 (and are numbered in accordance with Item 601 of Regulation S-K).

To the Board of Directors and Stockholders

Exhibit No.	Description

2.1	Plan of Complete Dissolution and Liquidation of FSP 50 South Tenth Street Corp., as approved by stockholders on August 18, 2014 and as currently in effect (included as Annex A to 50 South’s Definitive Proxy Statement filed on July 31, 2014 and incorporated herein by reference)

10.1	Liquidating Trust Agreement, dated as of August 22, 2014, by and between FSP 50 South Tenth Street Corp. and FSP Property Management LLC (included as Exhibit 99.2 to 50 South’s Current Report on Form 8-K filed on September 3, 2014 and incorporated herein by reference)

10.2	Purchase and Sale Agreement by and between FSP 50 South Tenth Street Corp. and Union Investment Real Estate GmbH, dated June 25, 2014 (included as Exhibit 10.1 to 50 South’s Quarterly Report on Form 10-Q filed on August 12, 2014 and incorporated herein by reference)

31.1*	Certification of Trustee pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1*	Certification of Trustee pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

*	Filed herewith.

~~FSP 50 South Tenth Street Corp.~~21

Wakefield, Massachusetts

We have audited the accompanying consolidated balance sheet of FSP 50 South Tenth Street Corp. as of December 31, 2012, and the related consolidated statements of operations, other comprehensive income (loss), changes in stockholders’ equity and cash flows for the year then ended. Our audit also included the financial statement schedule listed in the Index at Item 15(a)(2). These consolidated financial statements and schedule are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements and schedule 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 consolidated financial statements are free of material misstatement. The Company 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 Company’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 consolidated 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 audit provides a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of FSP 50 South Tenth Street Corp. as of December 31, 2012, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly in all material respects the information set forth therein.

/s/ Braver P.C.

Needham, Massachusetts

March 12, 2013

F-3

FSP 50 South Tenth Street Corp. Consolidated Balance Sheets

	December 31,
(in thousands, except share and par value amounts)	2013			2012
Assets:
Real estate investments, at cost:
Land	$	21,974		$	21,974
Buildings and improvements		98,590			98,290
		120,564			120,264
Less accumulated depreciation		18,452			15,780
Real estate investments, net		102,112			104,484
Acquired real estate leases, net of accumulated amortization of $3,601 and $3,098, respectively		211			714
Acquired favorable real estate leases, net of accumulated amortization of $2,230 and $1,919, respectively		81			392
Cash and cash equivalents		11,445			9,682
Tenant rent receivable		217			56
Step rent receivable		1,294			986
Lease acquisition costs, net		21,622			22,952
Deferred leasing costs, net of accumulated amortization of $914 and $470, respectively		6,375			6,781
Deferred financing costs, net of accumulated amortization of $315 and $93, respectively		798			1,020
Prepaid expenses and other assets		61			24
Other assets: derivative asset		611			—
Total assets	$	144,827		$	147,091
Liabilities and Stockholders’ Equity:
Liabilities:
Accounts payable and accrued expenses	$	2,430		$	2,346
Tenant security deposits		88			84
Loan payable		106,200			106,200
Other liabilities: derivative termination value		—			1,024
Acquired unfavorable real estate leases, net of accumulated amortization of $1,006 and $865, respectively		210			351
Total liabilities		108,928			110,005
Commitments and Contingencies:		—			—
Stockholders’ Equity:
Preferred Stock, $.01 par value, 1,540 shares
authorized, 700 shares issued and outstanding
at December 31, 2013 and 2012, aggregate
liquidation preference $70,000		—			—
Common Stock, $.01 par value, 1 share
authorized, issued and outstanding		—			—
Additional paid-in capital		64,224			64,224
Accumulated other comprehensive gain (loss)		611			(1,024	)
Retained earnings and distributions in excess of earnings		(28,936	)		(26,114	)
Total Stockholders’ Equity		35,899			37,086
Total Liabilities and Stockholders’ Equity	$	144,827		$	147,091
See accompanying notes to consolidated financial statements.

F-4

FSP 50 South Tenth Street Corp. Consolidated Statements of Operations

	For the Year Ended December 31,
(in thousands, except share and per share amounts)	2013		2012
Revenues:
Rental	$	15,432	$	15,032
Total revenue		15,432		15,032
Expenses:
Rental operating expenses		4,713		4,428
Real estate taxes and insurance		2,986		2,844
Depreciation and amortization		3,636		4,001
Interest expense		3,316		7,030
Total expenses		14,651		18,303
Net income (loss) before interest income		781		(3,271	)
Interest income		9		4
Net income (loss) attributable to preferred stockholders	$	790	$	(3,267	)
Weighted average number of preferred shares outstanding,
basic and diluted		700		700
Net income (loss) per preferred share, basic and diluted	$	1,129	$	(4,667	)
See accompanying notes to consolidated financial statements.

F-5

FSP 50 South Tenth Street Corp. Consolidated Statements of Other Comprehensive Income (Loss)

	For the Year Ended December 31,
(in thousands)	2013		2012
Net income (loss)	$	790	$	(3,267	)
Other comprehensive gain (loss):
Unrealized gain (loss) on derivative financial instrument		1,635		(1,024	)
Total other comprehensive gain (loss)		1,635		(1,024	)
Comprehensive income (loss)	$	2,425	$	(4,291	)
See accompanying notes to consolidated financial statements.

F-6

FSP 50 South Tenth Street Corp.

Consolidated Statements of Changes in Stockholders' Equity

For the Years Ended December 31, 2012 and 2013

(in thousands, except per share amounts)	Preferred Stock		Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)			Retained Earnings and Distributions in Excess of Earnings			Total Stockholders' Equity
Balance, January 1, 2012	$	—	$	—	$	64,224	$	—		$	(21,080	)	$	43,144
Comprehensive income		—		—		—		(1,024	)		(3,267	)		(4,291	)
Distributions - preferred stockholders or $2,525 per preferred share		—		—		—		—			(1,767	)		(1,767	)
Balance, December 31, 2012		—		—		64,224		(1,024	)		(26,114	)		37,086
Comprehensive income		—		—		—		1,635			790			2,425
Distributions - preferred stockholders or $5,160 per preferred share		—		—		—		—			(3,612	)		(3,612	)
Balance, December 31, 2013	$	—	$	—	$	64,224	$	611		$	(28,936	)	$	35,899
See accompanying notes to consolidated financial statements.

F-7

FSP 50 South Tenth Street Corp. Consolidated Statements of Cash Flows

	For the Year Ended December 31,
(in thousands)	2013			2012
Cash flows from operating activities:
Net income (loss)	$	790		$	(3,267	)
Adjustments to reconcile net income (loss) to net cash
provided by (used for) operating activities:
Depreciation and amortization		3,858			5,528
Amortization of favorable real estate leases		311			432
Amortization of unfavorable real estate leases		(141	)		(140	)
Decrease in bad debt reserve		—			(51	)
Changes in operating assets and liabilities:
Tenant rent receivable		(161	)		10
Step rent receivable		1,022			783
Prepaid expenses and other assets		(37	)		116
Accounts payable and accrued expenses		(140	)		841
Tenant security deposits		4			(23	)
Payment of lease acquisition costs		—			(23,950	)
Payment of deferred leasing costs		(55	)		(6,846	)
Net cash provided by (used for) by operating activities		5,451			(26,567	)
Cash flows from investing activities:
Purchase of real estate assets		(76	)		(17	)
Net cash used for investing activities		(76	)		(17	)
Cash flows from financing activities:
Distributions to stockholders		(3,612	)		(1,767	)
Proceeds from loan payable - affiliate		—			30,000
Proceeds from loan payable		—			106,200
Principal payments on loan payable - affiliate		—			(106,200	)
Payments of deferred financing costs		—			(1,486	)
Net cash provided by (used for) financing activities		(3,612	)		26,747
Net increase in cash and cash equivalents		1,763			163
Cash and cash equivalents, beginning of year		9,682			9,519
Cash and cash equivalents, end of year	$	11,445		$	9,682
Supplemental disclosure of cash flow information:
Cash paid for interest	$	3,092		$	5,246
Disclosure of non-cash investing activities:
Accrued costs for purchase of real estate assets	$	224		$	—
See accompanying notes to consolidated financial statements.

F-8

FSP 50 South Tenth Street Corp.

Notes to Consolidated Financial Statements

1. Organization

FSP 50 South Tenth Street Corp. (the “Company”) was organized on September 12, 2006 as a corporation under the laws of the State of Delaware to purchase, own and operate a twelve-story multi-tenant office and retail building containing approximately 498,768 rentable square feet of space located in downtown Minneapolis, Minnesota (the “Property”). The Company acquired the Property on November 8, 2006. Franklin Street Properties Corp. (“Franklin Street”) (NYSE MKT: FSP) holds the sole share of the Company’s common stock, $.01 par value per share (the “Common Stock”). Between November 2006 and January 2007, FSP Investments LLC (member, FINRA and SIPC), a wholly-owned subsidiary of Franklin Street, completed the sale on a best efforts basis of 700 shares of the Company’s preferred stock, $.01 par value per share (the “Preferred Stock”). FSP Investments LLC sold the Preferred Stock in a private placement offering to “accredited investors” within the meaning of Regulation D under the Securities Act of 1933.

All references to the Company refer to FSP 50 South Tenth Street Corp. and its consolidated subsidiary, collectively, unless the context otherwise requires.

2. Summary of Significant Accounting Policies

BASIS OF PRESENTATION

The accompanying consolidated financial statements include all of the accounts of the Company and its wholly-owned subsidiary. All significant intercompany accounts and transactions have been eliminated in consolidation.

ESTIMATES AND ASSUMPTIONS

The Company prepares its consolidated financial statements and related notes in conformity with accounting principles generally accepted in the United States of America (“GAAP”). These principles require 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 consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

REAL ESTATE AND DEPRECIATION

Real estate assets are stated at the lower of cost or fair value, as appropriate, less accumulated depreciation.

Costs related to property acquisition and improvements are capitalized. Typical capital items include new roofs, site improvements, various exterior building improvements and major interior renovations.

Routine replacements and ordinary maintenance and repairs that do not extend the life of the asset are expensed as incurred. Funding for repairs and maintenance items typically is provided by cash flows from operating activities.

Depreciation is computed using the straight-line method over the assets' estimated useful lives as follows:

Category		Years
Building - Commercial		39
Building Improvements		15-39
Furniture and Fixtures		5-7

The Company reviews the Property to determine if the carrying amount will be recovered from future cash flows if certain indicators of impairment are identified at the Property. The evaluation of anticipated cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results in future periods. When indicators of impairment are present and the sum of the undiscounted future cash flows is less than the carrying value of such asset, an impairment loss is recorded equal to the difference between the asset’s current carrying value and its fair value based on discounting its estimated future cash flows. At December 31, 2013 and 2012, no impairment charges were recorded.

Depreciation expense of $2,672,000 and $2,659,000 is included in Depreciation and Amortization in the Company’s Consolidated Statements of Operations for the years ended December 31, 2013 and 2012, respectively.

F-9

FSP 50 South Tenth Street Corp.

Notes to Consolidated Financial Statements

2. Summary of Significant Accounting Policies (continued)

ACQUIRED REAL ESTATE LEASES

The acquired real estate leases represent the estimated value of legal and leasing costs related to acquired leases that were included in the purchase price when the Company acquired the Property. The Company subsequently amortizes these costs on a straight-line basis over the remaining lives of the related leases. Amortization expense of $503,000 and $980,000 is included in Depreciation and Amortization in the Company’s Consolidated Statements of Operations for the years ended December 31, 2013 and 2012, respectively.

Acquired real estate lease costs included in the purchase price of the Property were $6,447,000. Detail of the remaining acquired real estate leases is as follows:

	December 31,
(in thousands)	2013			2012
Cost	$	3,812		$	3,812
Accumulated amortization		(3,601	)		(3,098	)
Book value	$	211		$	714

The estimated annual amortization expense for the two years succeeding December 31, 2013 is as follows:

(in thousands)
	2014	$	177
	2015	$	34

ACQUIRED FAVORABLE REAL ESTATE LEASES

Acquired favorable real estate leases represent the value related to the leases when the lease payments due under a tenant’s lease exceed the market rate of the lease at the date the Property was acquired. The Company reports this value separately from its investment in real estate. The Company subsequently amortizes this amount on a straight-line basis over the remaining life of the tenant’s lease. Amortization of $311,000 and $432,000 is shown as a reduction of rental income in the Company’s Consolidated Statements of Operations for the years ended December 31, 2013 and 2012, respectively.

The acquired favorable real estate leases included in the purchase price of the property were $3,198,000. Detail of the remaining acquired favorable real estate leases is as follows:

	December 31,
(in thousands)	2013			2012
Cost	$	2,311		$	2,311
Accumulated amortization		(2,230	)		(1,919	)
Book value	$	81		$	392

The estimated annual amortization expense for the year succeeding December 31, 2013 is as follows:

	(in thousands)
	2014			$	81

F-10

FSP 50 South Tenth Street Corp.

Notes to Consolidated Financial Statements

2. Summary of Significant Accounting Policies (continued)

ACQUIRED UNFAVORABLE REAL ESTATE LEASES

Acquired unfavorable real estate leases represent the value relating to leases with rents below the market rate at the time of property acquisition. Amortization is computed using the straight-line method over the lives of the leases assumed. Amortization of $141,000 and $140,000 is included with rental revenue in the Company’s Consolidated Statements of Operations for the years ended December 31, 2013 and 2012, respectively.

The acquired unfavorable real estate leases included in the purchase price of the property were $1,482,000. Detail of the remaining acquired unfavorable real estate leases is as follows:

	December 31,
(in thousands)	2012			2012
Cost	$	1,216		$	1,216
Accumulated amortization		(1,006	)		(865	)
Book value	$	210		$	351

The estimated annual amortization expense for the two years succeeding December 31, 2013 is as follows:

(in thousands)
2014	$	140
2015	$	70

CASH AND CASH EQUIVALENTS

The Company considers all highly liquid debt instruments with an initial maturity of three months or less to be cash equivalents.

CONCENTRATION OF CREDIT RISKS

Cash, cash equivalents and short-term investments are financial instruments that potentially subject the Company to a concentration of credit risk. The Company maintains its cash balances and short-term investments principally in banks which the Company believes to be creditworthy. The Company periodically assesses the financial condition of these banks and believes that the risk of loss is minimal. Cash balances held with various financial institutions frequently exceed the insurance limit of $250,000 provided by the Federal Deposit Insurance Corporation.

For the years ended December 31, 2013 and 2012, rental income was derived from various tenants. As such, future receipts are dependent upon the financial strength of the lessees and their ability to perform under the lease agreements.

The following tenants represent greater than 10% of rental revenue as of December 31:

	2013		2012
Oracle America		52%		59%
Target		21%		24%

On February 29, 2012, the Company and Target entered into a new Office Lease Agreement (the “Target Lease”) whereby Target extended and expanded its lease of space at the Property, effectively leasing 100% of the Property’s office space through March 31, 2030 with no early termination rights.

F-11

FSP 50 South Tenth Street Corp.

Notes to Consolidated Financial Statements

2. Summary of Significant Accounting Policies (continued)

FINANCIAL INSTRUMENTS

The Company estimates that the carrying value of cash and cash equivalents, and loan payable approximates their fair values based on their short-term maturity and prevailing interest rates.

STEP RENT RECEIVABLE

Certain leases provide for fixed rental increases over the life of the lease. Rental revenue is recognized on the straight-line basis over the related lease term; however, billings by the Company are based on required minimum rentals in accordance with the lease agreements. Step rent receivable, which is the cumulative revenue recognized in excess of amounts billed by the Company, is $1,294,000 and $986,000 at December 31, 2013 and 2012, respectively.

TENANT RENT RECEIVABLE

Tenant rent receivable is reported at the amount the Company expects to collect on balances outstanding at year-end. The Company provides an allowance for doubtful accounts based on its estimate of a tenants’ ability to make future rent payments. The computation of this allowance is based in part on the tenants’ payment history and current credit status. Management monitors outstanding balances and relationships and concluded that no allowance was necessary as of December 31, 2013 and 2012.

DEFERRED LEASING COSTS

Deferred leasing commissions represent direct and incremental external leasing costs incurred in the leasing of commercial space. These costs are capitalized and are amortized on a straight-line basis over the terms of the related lease agreements. Deferred leasing costs of $55,000 and $6,846,000 were incurred during the years ended December 31, 2013 and 2012, respectively. Amortization expense was $461,000 and $362,000 for the years ended December 31, 2013 and 2012, respectively.

LEASE ACQUISITION COSTS

The lease acquisition costs represent incentive payments made in the leasing of commercial space. On February 29, 2012, the Company and Target Corporation (“Target”) entered into a new Office Lease Agreement and in lieu of any tenant improvement allowance, abatement of rent or any other lease concessions, the Company paid Target a tenant incentive payment in the amount of $23,950,000. These costs are capitalized and amortized into revenue on a straight-line basis over the term of the lease agreement. Amortization of $1,330,000 and $998,000 is included as a reduction of rental income in the Company’s Consolidated Statements of Operations for the years ended December 31, 2013 and 2012, respectively.

REVENUE RECOGNITION

The Company has retained substantially all of the risks and benefits of ownership of the Company's commercial property and accounts for its leases as operating leases. Rental income from the leases, which may include rent concessions (including free rent) and scheduled increases in rental rates during the lease term, is recognized on a straight-line basis. Any lease incentives are recorded as deferred rent and amortized as reductions to rental income over the lease term on a straight-line basis. The Company does not have any percentage rent arrangements with its commercial property tenants. Reimbursable costs are included in rental income in the year earned.

F-12

FSP 50 South Tenth Street Corp.

Notes to Consolidated Financial Statements

2. Summary of Significant Accounting Policies (continued)

REVENUE RECOGNITION (continued)

A schedule showing the components of rental revenue is shown below.

	Year Ended December 31,
(in thousands)	2013			2012
Income from leases	$	9,256		$	9,232
Straight-line rent adjustment		(1,022	)		(783	)
Reimbursable expenses		7,368			6,875
Amortization of favorable leases		(311	)		(432	)
Amortization of unfavorable leases		141			140
Total	$	15,432		$	15,032

INTEREST INCOME

Interest income is recognized when the earnings process is complete.

INCOME TAXES

The Company has elected to be taxed as a Real Estate Investment Trust (“REIT”) under the Internal Revenue Code of 1986, as amended. As a REIT, the Company generally is entitled to a tax deduction for dividends paid to its stockholders, thereby effectively subjecting the distributed net income of the Company to taxation at the stockholder level only. The Company must comply with a variety of restrictions to maintain its status as a REIT. These restrictions include the type of income it can earn, the type of assets it can hold, the number of stockholders it can have and the concentration of their ownership, and the amount of the Company’s taxable income that must be distributed annually.

NET INCOME PER SHARE

Basic net income per share of Preferred Stock is computed by dividing net income by the weighted average number of shares of Preferred Stock outstanding during the period. Diluted net income per share of Preferred Stock reflects the potential dilution that could occur if securities or other contracts to issue shares were exercised or converted into shares. There were no potential dilutive shares outstanding at December 31, 2013 and 2012. Subsequent to the completion of the offering shares of Preferred Stock, the holders of Common Stock are not entitled to share in any income nor in any related dividend.

DERIVATIVE INSTRUMENTS

The Company recognizes derivatives on the Consolidated Balance Sheets at fair value. Derivatives that do not qualify, or are not designated as hedge relationships, must be adjusted to fair value through income. Derivative instruments designated in a hedge relationship to mitigate exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Cash flow hedges are accounted for by recording the fair value of the derivative instrument on the Consolidated Balance Sheets as either an asset or liability. To the extent hedges are effective, a corresponding amount, adjusted for swap payments, is recorded in accumulated other comprehensive income (loss) within stockholders’ equity. Amounts are then reclassified from accumulated other comprehensive income (loss) to the Consolidated Statements of Operations in the period or periods the hedged forecasted transaction affects earnings. Ineffectiveness, if any, is recorded in the Consolidated Statements of Operations. The Company periodically reviews the effectiveness of each hedging transaction, which involves estimating future cash flows, at least quarterly. Derivative instruments designated in a hedge relationship to mitigate exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Fair values of derivatives are subject to significant variability based on changes in interest rates. The results of such variability could be a significant increase or decrease in our derivative assets, derivative liabilities, book equity, and/or earnings.

F-13

FSP 50 South Tenth Street Corp.

Notes to Consolidated Financial Statements

2. Summary of Significant Accounting Policies (continued)

FAIR VALUE MEASUREMENTS

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There is also an established fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value. Financial assets and liabilities recorded on the Consolidated Balance Sheets at fair value are categorized based on the inputs to the valuation techniques as follows:

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, which is typically based on an entity’s own assumptions, as there is little, if any, related market activity or information. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. These inputs were considered and applied to the Company’s outstanding derivative, and Level 2 inputs were used to value the interest rate swap.

RECENT ACCOUNTING STANDARDS

In February 2013, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update No. 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This update requires entities to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required under U.S. generally accepted accounting principles (GAAP) to be reclassified in its entirety to net income. This update was effective for interim and annual reporting periods beginning after December 15, 2012. The adoption of this update did not have a material impact on the disclosures in, or presentation of, our consolidated financial statements.

SUBSEQUENT EVENTS

In preparing these consolidated financial statements the Company evaluated events that occurred through the date of issuance of these financial statements for potential recognition or disclosure.

3. Loans Payable

Bridge Loan

F-14

FSP 50 South Tenth Street Corp.

Notes to Consolidated Financial Statements

3. Loans Payable (continued)

Term Loan

On July 27, 2012, the Company entered into a new $106,200,000 secured credit facility (the “Term Loan”) providing for the extension of credit to the Company by Bank of America, N.A. (“BofA”) and RBS Citizens, National Association (“RBS Citizens”). The Term Loan was structured as a purchase by BofA and RBS Citizens of the Bridge Loan from Franklin Street. Accordingly, in connection with the closing of the Term Loan, the loan documents evidencing and securing the Bridge Loan were amended and restated. More specifically, on July 27, 2012, the Company executed and delivered an Amended and Restated Promissory Note (the “BofA Note”) to BofA in the principal amount of $60,000,000 and an Amended and Restated Promissory Note (the “RBS Citizens Note”) to RBS Citizens in the principal amount of $46,200,000. All of the proceeds of the Term Loan were funded on July 27, 2012 and used to repay the Bridge Loan in its entirety. BofA is the Term Loan’s administrative agent and Merrill Lynch, Pierce, Fenner & Smith Incorporated is the Term Loan’s sole lead arranger and sole book manager.

The Term Loan is evidenced by a Loan Agreement dated July 27, 2012 by and among the Company, BofA and RBS Citizens (the “Loan Agreement”). So long as there is no default, the Company is obligated to pay interest only on the outstanding principal amount of the Term Loan at a variable rate equal to 30-day LIBOR plus 2.00%. The outstanding principal amount of the Term Loan, together with any accrued but unpaid interest, is due and payable on July 27, 2017. Subject to payment by the Company of certain yield maintenance and redeployment costs, the Term Loan may be prepaid in whole or in part at any time. Any partial payment must be in an amount at least equal to $100,000.

The BofA Note, the RBS Citizens Note and the Loan Agreement are secured by an Amended and Restated Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing dated July 27, 2012 from the Company in favor of BofA as administrative agent for itself and other lenders (the “Mortgage”), an Environmental Indemnification and Release Agreement dated July 27, 2012 from the Company in favor of BofA as administrative agent for itself and other lenders, a Collateral Assignment of Interest Rate Protection Agreement dated July 27, 2012 from the Company in favor of BofA as administrative agent for itself and other lenders, and an Assignment and Subordination of Management Agreement dated July 27, 2012 by and among the Company, BofA as administrative agent for itself and other lenders and Ryan Companies US, Inc. The Mortgage constitutes a lien against the Property and has been recorded in the Office of the Hennepin County Registrar of Titles. The documents evidencing and securing the Term Loan contain customary representations and warranties, as well as customary events of default and affirmative and negative covenants. The Company was in compliance with the Term Loan covenants as of December 31, 2013.

4. Financial Instruments: Derivatives and Hedging

On July 27, 2012, the Company fixed the 30-day LIBOR interest rate for the five year term of the Term Loan at 0.87% per annum pursuant to an interest rate swap agreement.

The interest swap agreement qualifies as a cash flow hedge and has been recognized on the Consolidated Balance Sheets at fair value. If a derivative qualifies as a hedge, depending on the nature of the hedge, changes in the fair value of the derivative will either be offset against the change in fair value of the hedged asset, liability, or firm commitment through earnings, or recognized in other comprehensive loss until the hedged item is recognized in earnings. The ineffective portion of a derivative’s change in fair value will be immediately recognized in earnings, which may increase or decrease reported net income (loss) and stockholders’ equity prospectively, depending on future levels of interest rates and other variables affecting the fair values of derivative instruments and hedged items, but will have no effect on cash flows.

F-15

FSP 50 South Tenth Street Corp.

Notes to Consolidated Financial Statements

4. Financial Instruments: Derivatives and Hedging (continued)

The following table summarizes the notional and fair value of our derivative financial instrument at December 31, 2013. The notional value is an indication of the extent of our involvement in these instruments at that time, but does not represent exposure to credit, interest rate or market risks (in thousands).

Notional Value

Strike Rate

Effective Date

Expiration Date

Fair Value

Interest Rate Swap

$ 106,200

0.87%

7/2012

7/2017

$ 611

On December 31, 2013, the derivative instrument was reported as an asset at its fair value of approximately $611,000 and the 2012 derivative instrument was reported as a liability at its fair value of approximately $1,024,000. This is included in other assets: derivative asset and other liabilities: derivative termination value on the Consolidated Balance Sheets at December 31, 2013 and 2012, respectively. Offsetting adjustments are represented as deferred gains or losses on derivative financial instruments in accumulated other comprehensive income (loss) of $1,635,000 and $(1,024,000) for the years ended December 31, 2013 and 2012, respectively. During the year ended December 31, 2013, $728,000 was reclassified out of other comprehensive income and into interest expense.

Over time, the unrealized gains and losses held in accumulated other comprehensive income (loss) will be reclassified into earnings as an increase or reduction to interest expense in the same periods in which the hedged interest payments affect earnings. We estimate that approximately $171,000 of the current balance held in accumulated other comprehensive income (loss) will be reclassified into earnings within the next 12 months.

The Company was hedging exposure to variability in future cash flows for forecasted transactions in addition to anticipated future interest payments on existing debt.

The fair value of the Company’s derivative instrument is determined using the net discounted cash flows of the expected cash flows of the derivative based on the market based interest rate curve. This financial instrument was classified within Level 2 of the fair value hierarchy and was classified as an asset or liability on the Consolidated Balance Sheets.

5. Income Taxes

The Company files as a REIT under Sections 856-860 of the Internal Revenue Code of 1986, as amended. In order to qualify as a REIT, the Company is required to distribute at least 90% of its taxable income to stockholders and to meet certain asset and income tests as well as certain other requirements. The Company will generally not be liable for federal income taxes, provided it satisfies these requirements. Even as a qualified REIT, the Company is subject to certain state and local taxes on its income and property.

The Company adopted an accounting pronouncement related to uncertainty in income taxes effective January 1, 2007, which did not result in recording a liability, nor was any accrued interest and penalties recognized with the adoption. Accrued interest and penalties will be recorded as income tax expense, if the Company records a liability in the future. The Company’s effective tax rate was not affected by the adoption. The Company files income tax returns in the U.S. federal jurisdiction and the State of Minnesota jurisdiction. The statute of limitations for the Company’s income tax returns is generally three years and as such, the Company’s returns that remain subject to examination would be from 2010 and thereafter.

For the period ended December 31, 2006 and for the year ended December 31, 2012, the Company incurred a net operating loss for income tax purposes of approximately $4,166,000 and $3,087,000 that can be carried forward until it expires in the year 2026 and 2032, respectively.

At December 31, 2013, the Company’s net tax basis of its real estate assets was $103,860,000.

F-16

FSP 50 South Tenth Street Corp.

Notes to Consolidated Financial Statements

5. Income Taxes (continued)

The following schedule reconciles net income (loss) to taxable income (loss) subject to dividend requirements, which are calculated annually:

(in thousands)	2013			2012
Net income (loss)	$	790		$	(3,267	)
Add: Book depreciation and amortization		3,858			5,528
Amortization of favorable real estate leases		311			432
Deferred rent		(26	)		4
Less: Tax depreciation and amortization		(3,256	)		(5,429	)
Amortization of unfavorable real estate leases		(141	)		(140	)
Straight-line rents		(308	)		(215	)
Taxable income (loss)	$	1,228		$	(3,087	)

The following schedule summarizes the tax components of the distributions paid for the year ended December 31,:

(dollars in thousands)	2013					2012
	Preferred		%			Preferred		%
Ordinary income	$	1,291		36	%	$	—		0	%
Return of Capital		2,321		64	%		1,767		100	%
Total	$	3,612		100	%	$	1,767		100	%

6. Capital Stock

PREFERRED STOCK

Generally, each holder of shares of Preferred Stock is entitled to receive ratably all dividends, if any, declared by the Board of Directors out of funds legally available. The right to receive dividends is non-cumulative, and no right to dividends shall accrue by reason of the fact that no dividend has been declared in any prior year. Each holder of shares of Preferred Stock will be entitled to receive, to the extent that funds are available therefore, $100,000 per share of Preferred Stock, before any payment to the holder of Common Stock, out of distributions to stockholders upon liquidation, dissolution or the winding up of the Company; the balance of any such funds available for distribution will be distributed among the holders of shares of Preferred Stock and the holder of Common Stock, pro rata based on the number of shares held by each; provided, however, that for these purposes, one share of Common Stock will be deemed to equal one-tenth of a share of Preferred Stock.

In addition to certain rights to remove and replace directors, the holders of a majority of the then outstanding shares of Preferred Stock shall have the further right to approve or disapprove a proposed sale of the Property, the merger of the Company with any other entity and amendments to the corporate charter. A vote of the holders of not less than 66.67% of then outstanding shares of Preferred Stock is required for the issuance of any additional shares of capital stock other than the remaining 840 shares of authorized but unissued Preferred Stock. Holders of shares of Preferred Stock have no redemption or conversion rights.

COMMON STOCK

Franklin Street is the sole holder of the Company’s Common Stock. Franklin Street has the right to vote to elect the directors of the Company and to vote on all matters, subject to the voting rights of the Preferred Stock set forth above. Subsequent to the completion of the offering of the shares of Preferred Stock in January 2007, Franklin Street, as the holder of Common Stock, was not entitled to share in any earnings nor any related dividend.

F-17

FSP 50 South Tenth Street Corp.

Notes to Consolidated Financial Statements

7. Related Party Transactions

Asset Management Agreement

The Company has in the past engaged in and currently engages in transactions with a related party, Franklin Street, and its subsidiaries FSP Investments LLC and FSP Property Management LLC (collectively “FSP”). The Company expects to continue to have related party transactions with FSP in the form of management fees paid to FSP to manage the Company on behalf of its stockholders. FSP Property Management LLC currently provides the Company with asset management and financial reporting services. The asset management agreement between the Company and FSP Property Management LLC requires the Company to pay FSP Property Management LLC a monthly fee equal to one percent (1%) of the gross revenues of the Property. The asset management agreement between the Company and FSP Property Management LLC may be terminated by either party without cause at any time, upon at least thirty (30) days written notice, effective at the end of the notice period. For the years ended December 31, 2013 and 2012, management fees paid were $161,000 and $160,000, respectively.

Bridge Loan

On December 29, 2011, the Company executed and delivered a promissory note to Franklin Street that evidenced a loan for up to $106,200,000 (the “Bridge Loan”). On July 27, 2012, the Company repaid the Bridge Loan in its entirety from the proceeds of the Term Loan. The Bridge Loan included a term loan component (the “Term Loan Component”) in the amount of $76,200,000, all of which was funded on December 29, 2011 and used to repay the BofA Loan in the same amount in full. The Company paid Franklin Street a Term Loan Component fee in the amount of $762,000 on December 29, 2011. The Bridge Loan also included a revolving line of credit component that could not at any time exceed $30,000,000 (the “Revolving Line Component”). The proceeds of the Revolving Line Component of the Bridge Loan were to be used for lender-approved tenant improvement costs, leasing commissions and other incentives necessary to lease space at the Property.

The Bridge Loan was evidenced by a loan agreement dated December 29, 2011 by and between the Company and Franklin Street. Pursuant to the loan agreement, the Company could borrow, repay and reborrow Revolving Line Component funds in the form of revolving advances from time to time so long as no event of default existed and certain other customary conditions were satisfied, provided, however, that the aggregate principal amount of all revolving advances outstanding at any time could in no event exceed $30,000,000. On March 4, 2012, the Company requested and Franklin Street funded a revolving advance in the amount of $30,000,000. The Company was required to pay Franklin Street a fee in an amount equal to 1.00% of each revolving advance. As of December 31, 2012, the revolving advance fees paid to Franklin Street were $300,000.

As of December 31, 2012, costs and fees paid associated with the Bridge Loan, including the $762,000 Term Loan Component fee, the $300,000 Revolving Line Component fee and a $520,000 exit fee paid to Franklin Street, were $1,582,000 and had been fully amortized and included in interest expense in the Company’s Statement of Operations for the year ended December 31, 2012.

The Company was obligated to pay interest only on the outstanding principal amount of the Term Loan Component and any revolving advances under the Revolving Line Component at the fixed rate of 6.51% per annum. The outstanding principal amount of the Bridge Loan, together with any accrued but unpaid interest, was due and payable on December 31, 2013. The Bridge Loan could be prepaid in whole or in part at any time without premium or penalty. Any partial payment had to be in an amount at least equal to $100,000. At the time of any prepayment and upon payment of the unpaid principal balance on the maturity date, the Company was required to pay Franklin Street an exit fee in an amount equal to 0.49% of such prepayment or payment of the unpaid principal balance. Interest expense paid for the year ended December 31, 2012 was $3,647,000.

The promissory note and the loan agreement were secured by a combination mortgage, security agreement and fixture filing dated December 29, 2011 from the Company in favor of Franklin Street, an environmental indemnification agreement dated December 29, 2011 from the Company in favor of Franklin Street, and an assignment of leases and rents dated December 29, 2011 from the Company in favor of Franklin Street. The mortgage constituted a lien against the Property and was recorded in the Office of the Hennepin County Registrar of Titles. The loan documents that evidenced and secured the Bridge Loan contained customary representations and warranties, as well as customary events of default and affirmative and negative covenants. The Company was in compliance with the Bridge Loan covenants on July 27, 2012, the date that the Bridge Loan was repaid in full.

F-18

FSP 50 South Tenth Street Corp.

Notes to Consolidated Financial Statements

7. Related Party Transactions (continued)

Investor Services Agreement

On August 14, 2012, the Company entered into an Investor Services Agreement (the “FSPI Agreement”) with FSP Investments LLC for the provision of investor services to holders of the Company’s preferred stock. FSP Investments LLC is a wholly-owned subsidiary of Franklin Street, which is the sole holder of the Company’s one share of Common Stock that is issued and outstanding. FSP Investments LLC acted as a real estate investment firm and broker/dealer with respect to (a) the Company’s organization, (b) the Company’s acquisition of the Property and (c) the sale of the Company’s equity interests. The FSPI Agreement requires the Company to pay a monthly service fee of $500 for services performed under the FSPI Agreement, and to reimburse FSP Investments LLC for its reasonable out-of-pocket expenses incurred in connection with the FSPI Agreement. The FSPI Agreement may be terminated by either party with thirty days written notice or immediately upon certain events of default set forth in the FSPI Agreement. For the years ended December 31, 2013 and 2012, investor services fees and expenses paid were approximately $16,000 and $3,000, respectively.

Ownership of Common Stock

Franklin Street is the sole holder of the Company’s one share of Common Stock that is issued and outstanding. Subsequent to the completion of the placement of the Preferred Stock in January 2007, Franklin Street has not been entitled to share in earnings or any dividend related to the Common Stock.

8. Commitments and Contingencies

The Company, as lessor, has minimum future rentals due under non-cancelable operating leases as follows:

	Year Ending
(in thousands)	December 31,	Amount
	2014	$ 8,266
	2015	7,962
	2016	8,080
	2017	8,304
	2018	8,385
	Thereafter	102,298
		$ 143,295

In addition, the lessees are liable for real estate taxes and certain operating expenses of the Property.

Upon acquiring the commercial rental property on November 8, 2006, the Company was assigned the lease agreements between the seller of the Property and the existing tenants.

9. Segment Reporting

The Company operates in one industry segment – real estate ownership of commercial property. As of December 31, 2013 and 2012, the Company owned and operated a twelve-story multi-tenant office and retail building in that one segment.

F-19

FSP 50 South Tenth Street Corp.

Notes to Consolidated Financial Statements

10. Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses consist of the components shown below:

	December 31,
(in thousands)	2013		2012
Deferred rental income	$	1,383	$	1,377
Accrued operating expenses		262		257
Accrued interest expense		260		258
Due to tenants		50		229
Accounts payable and other accrued expenses		251		225
Accrued capital expenditures		224		—
Total	$	2,430	$	2,346

11. Subsequent Event

The Company’s board of directors declared a cash distribution of $1,290 per preferred share on January 24, 2014 to the holders of record of the Preferred Stock on February 7, 2014, payable on February 14, 2014.

F-20

SCHEDULE III

FSP 50 South Tenth Street Corp.

Real Estate and Accumulated Depreciation

December 31, 2013

			Initial Cost					Historical Costs
Description	Encumbrances		Land	Buildings Improvements and Equipment		Costs Capitalized (Disposals) Subsequent to Acquisition		Land		Buildings Improvements and Equipment		Total (1)		Accumulated Depreciation		Total Costs, Net of Accumulated Depreciation		Depreciable Life (Years)	Date of Acquisition
			(in thousands)
50 South Tenth Street, Minneapolis, MN	$	106,200	$21,974	$	97,321	$	1,269	$	21,974	$	98,590	$	120,564	$	18,452	$	102,112	15-39		2006

(1) The aggregate cost for Federal Income Tax purposes is $128,727.

F-21

FSP 50 South Tenth Street Corp.

The following table summarizes the changes in the Company’s real estate investments and accumulated depreciation:

	December 31,		December 31,
(in thousands)	2013		2012
Real estate investments, at cost:
Balance, beginning of year	$	120,264	$	120,250
Improvements		300		14
Dispositions		—		—
Balance, end of year	$	120,564	$	120,264
Accumulated depreciation:
Balance, beginning of year	$	15,780	$	13,121
Depreciation		2,672		2,659
Dispositions		—		—
Balance, end of year	$	18,452	$	15,780

F-22

Filing Compare · FSP 50 South Tenth Street Corp