1390213--3/26/2010--Corporate_Property_Associates_17_-_Global

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{investment, property, distribution}

{loan, real, estate}

{tax, income, asset}

{loss, insurance, financial}

{personnel, key, retain}

{property, intellectual, protect}

{control, financial, internal}

{gas, price, oil}

{regulation, change, law}

{provision, law, control}

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{cost, regulation, environmental}

Our distributions paid to date have exceeded, and future distributions may exceed, our adjusted cash flow from operating activities and our earnings in accordance with accounting principles generally accepted in the U.S. ( GAAP ). We were incorporated in February 2007 and have a very limited operating history; therefore, there is no assurance that we will be able to achieve our investment objectives. The offering price for shares being offered in our ongoing public offering and through our distribution reinvestment plan was determined by our board of directors and may not be indicative of the price at which the shares would trade if they were listed on an exchange or were actively traded by brokers. A delay in investing funds may adversely affect or cause a delay in our ability to deliver expected returns to investors and may adversely affect our performance. We have recognized, and may in the future recognize, substantial impairment charges on our properties. Our board of directors may change our investment policies without shareholder approval, which could alter the nature of your investment. We are not required to meet any diversification standards; therefore, our investments may become subject to concentration of risk. Our success will be dependent on the performance of our advisor. We may invest in assets outside our advisor s core expertise and incur losses as a result. Our advisor has limited experience managing a REIT that has a broad investment strategy such as ours. Exercising our right to repurchase all or a portion of Carey Holdings interests in our operating partnership upon certain termination events could be prohibitively expensive and could deter us from terminating the advisory agreement. The repurchase of Carey Holdings special general partner interest in our operating partnership upon the termination of Carey Asset Management as our advisor may discourage a takeover attempt if our advisory agreement would be terminated and Carey Asset Management not replaced by an affiliate of Carey Asset Management as our advisor in connection therewith. The termination or replacement of our advisor could trigger a default or repayment event under our financing arrangements for some of our assets. Payment of fees to our advisor, and distributions to our special general partner, will reduce cash available for investment and distribution. Our advisor may be subject to conflicts of interest. We delegate our management functions to the advisor. We face competition from affiliates of our advisor in the purchase, sale, lease and operation of properties. Our advisor may hire subadvisors in areas where our advisor is seeking additional expertise. Shareholders will not be able to review these subadvisors, and our advisor may not have sufficient expertise to monitor the subadvisors. We do not fully control the management of our properties. We may incur material losses on some of our investments. A potential change in U.S. accounting standards regarding operating leases may make the leasing of facilities less attractive to our potential domestic tenants, which could reduce overall demand for our leasing services. Our net tangible book value may be adversely affected if we are required to adopt certain fair value accounting provisions. Our participation in joint ventures creates additional risk. Your investment return may be reduced if we are required to register as an investment company under the Investment Company Act. Compliance with the Americans with Disabilities Act may require us to spend substantial amounts of money, which could adversely affect our operating results. We may use derivative financial instruments to hedge against interest rate and currency fluctuations, which could reduce the overall returns on your investment. International investment risks may adversely affect our operations and our ability to make distributions. We may invest in new geographic areas that have risks that are greater or less well known to us, and we may incur losses as a result. We will incur debt to finance our operations, which may subject us to an increased risk of loss. The inability of a tenant in a single tenant property to pay rent will reduce our revenues. The bankruptcy or insolvency of tenants or borrowers may cause a reduction in revenue. Our leases may permit tenants to purchase a property at a predetermined price, which could limit our realization of any appreciation. Highly leveraged tenants may have a higher possibility of filing for bankruptcy or insolvency. The credit profiles of our tenants may create a higher risk of lease defaults and therefore lower revenues. We may incur costs to finish build-to-suit properties. We are subject, in part, to the risks of real estate ownership, which could reduce the value of our properties. We may have difficulty selling or re-leasing our properties. Potential liability for environmental matters could adversely affect our financial condition. We face competition for the investments we make. Non-net lease investments may involve higher risks and less current income, which could adversely affect distributions. Appraisals that we obtain may include leases in place on the property being appraised, and if the leases terminate, the value of the property may become significantly lower. The mortgage loans in which we may invest and the mortgage loans underlying the commercial mortgage-backed securities in which we may invest will be subject to delinquency, foreclosure and loss, which could result in losses to us. The B notes, subordinate mortgage notes, mezzanine loans and participation interests in mortgage and mezzanine loans in which we may invest may be subject to risks relating to the structure and terms of the transactions, as well as subordination in bankruptcy, and there may not be sufficient funds or assets remaining to satisfy the subordinate notes in which we may have invested, which may result in losses to us. Interest rate fluctuations and changes in prepayment rates could reduce our ability to generate income on our investments in commercial mortgage loans. An increase in prepayment rates of the mortgage loans underlying our CMBS investments may adversely affect the profitability of our investment in these securities. We may invest in subordinate commercial mortgage-backed securities, which are subject to a greater risk of loss than more senior securities. The B Notes in which we invest may be subject to additional risks relating to the privately negotiated structure and terms of the transaction, which may result in losses to us. Investment in non-conforming and non-investment grade loans may involve increased risk of loss. Investments in mezzanine loans involve greater risks of loss than senior loans secured by income producing properties. Our investments in debt securities are subject to specific risks relating to the particular issuer of securities and to the general risks of investing in subordinated real estate securities. Investments in securities of REITs, real estate operating companies and companies with significant real estate assets will expose us to many of the same general risks associated with direct real property ownership. The value of the equity securities of companies engaged in real estate activities that we may invest in may be volatile and may decline. We may invest in the equity securities of CDOs and such investments involve various significant risks, including that CDO equity receives distributions from the CDO only if the CDO generates enough income to first pay the holders of its debt securities and its expenses. Equity investments involve a greater risk of loss than traditional debt financing. The lack of an active public trading market for our shares combined with the limit on the number of our shares a person may own may discourage a takeover and make it difficult for shareholders to sell shares quickly. Failing to continue to qualify as a REIT would adversely affect our operations and ability to make distributions. If our distributions exceed our adjusted cash flow from operating activities, we will fund distributions from other sources, which could reduce the funds we have available for investments and your overall return. The IRS may treat sale-leaseback transactions as loans, which could jeopardize our REIT qualification. Dividends payable by REITs generally do not qualify for reduced U.S. federal income tax rates because qualifying REITs do not pay U.S. federal income tax on their net income. Our board of directors may revoke our REIT election without shareholder approval, which may cause adverse consequences to our shareholders. Conflicts of interest may arise between holders of our common shares and holders of partnership interests in our operating partnership.

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1390213--3/26/2010--Corporate_Property_Associates_17_-_Global_INC