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Burnham Pacific Properties, Inc. Responds to Schottenstein's Letter

    SAN DIEGO, July 14 /PRNewswire/ -- Burnham Pacific Properties, Inc.
(NYSE: BPP) responded today to a letter dated July 12, 1999 sent to the
Company on behalf of Schottenstein Stores.  In its response, the Company
assured Schottenstein Stores that its Board of Directors has been seriously
reviewing the Schottenstein offer and its revised offer, and that its Board of
Directors remains committed to acting in the best interests of all of the
Company's shareholders.  The Company also stated that a representative of the
Company will contact Schottenstein or its financial advisor once the Board of
Directors is in a position to make an informed response to the Schottenstein
proposal.  The letter from the Company also indicated that its financial
advisor, Goldman Sachs & Co., has been in contact with Schottenstein's
financial advisor, has offered to meet with them and has communicated to them
that the Company is seriously reviewing the Schottenstein proposal.  A copy of
the letter from the Company to Schottenstein Stores is attached to this press
release.

    Burnham Pacific is a real estate investment trust (REIT) that focuses on
value-added retail real estate opportunities throughout the United States.
The Company makes available on a quarterly basis supplemental information that
includes property and corporate level detail which is available upon request.
More information on Burnham Pacific may be obtained by calling 800.462.5181,
or visiting the Company's web site at http://www.burnhampacific.com.

    This news release contains forward-looking statements regarding future
events or financial performance of the Company.  These statements are only
predictions and actual events or results may differ materially.  Investors
should refer to the documents the Company files from time to time with the
Securities and Exchange Commission, specifically the cautionary statement
identifying certain factors that could affect future results included in the
"Risk Factors" section of the Company's most recently filed Registration
Statement and in the "Forward Looking Statements & Certain Risk Factors"
section of the Company's most recently filed Form 10K.

(Letter follows)


    July 13, 1999

    Mr. Jay Schottenstein
    Schottenstein Stores Corporation
    c/o Weil, Gotshal & Manges
    767 Fifth Avenue
    New York, NY 10153
    Attn: Mr. J. Philip Rosen

    Dear Mr. Schottenstein:

        I am in receipt of your letter sent on behalf of Schottenstein Stores,
    dated July 12, 1999.  The Board of Directors of Burnham Pacific has been
    seriously reviewing the Schottenstein offer and will seriously review its
    revised offer in due course.  The Board of Directors remains committed to
    acting in the best interests of all Burnham Pacific shareholders.  Our
    financial and legal advisors are in the process of preparing to meet with
    the Board of Directors to discuss the Schottenstein proposal.  To this
    end, Goldman Sachs & Co., at our instruction, has been in contact with
    Donaldson, Lufkin & Jenrette.  It is my understanding that Goldman Sachs
    offered to meet with representatives of Donaldson, Lufkin & Jenrette and
    has communicated to them that our Board of Directors is seriously
    reviewing the Schottenstein proposal.
        As soon as the Board of Directors of Burnham Pacific is in a position
    to make an informed response to the Schottenstein proposal, an appropriate
    representative of Burnham Pacific will contact you or your financial
    advisor.

    Very truly yours,
    J. David Martin
    Chief Executive Officer

    JDM:pme
    cc:  Burnham Pacific Board of Directors


SOURCE Burnham Pacific Properties, Inc.




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Related links:
  • http://www.burnhampacific.com
    CONTACT:
    Daniel B. Platt, Chief Financial Officer of
    Burnham Pacific Properties, Inc., 619-652-4700, fax 619-652-4711,
    dbplatt@bpac.com