3499--2/23/2009--ALEXANDERS

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{loan, real, estate}

{stock, price, share}

{debt, indebtedness, cash}

{investment, property, distribution}

{condition, economic, financial}

{regulation, change, law}

{provision, law, control}

{acquisition, growth, future}

{interest, director, officer}

{cost, regulation, environmental}

{tax, income, asset}

{operation, natural, condition}

{personnel, key, retain}

{loss, insurance, financial}

{cost, operation, labor}

{competitive, industry, competition}

REAL ESTATE INVESTMENTS VALUE AND INCOME FLUCTUATE DUE TO VARIOUS FACTORS. Capital markets and economic conditions can materially affect our financial condition and results of operations and the value of our debt and equity securities. We depend on leasing space to tenants on economically favorable terms and collecting rent from our tenants, who may not be able to pay. Bankruptcy or insolvency of tenants may decrease our revenues, net income and available cash. Some of our tenants represent a significant portion of our revenues. Loss of these tenant relationships or deterioration in the tenants credit quality could adversely affect results. Inflation or deflation may adversely affect our financial condition and results of operations. Real estate is a competitive business. We may incur costs to comply with environmental laws. Some of our potential losses may not be covered by insurance. Compliance or failure to comply with the Americans with Disabilities Act or other safety regulations and requirements could result in substantial costs. OUR INVESTMENTS ARE CONCENTRATED IN THE GREATER NEW YORK CITY METROPOLITAN AREA. CIRCUMSTANCES AFFECTING THIS AREA GENERALLY COULD ADVERSELY AFFECT OUR BUSINESS. All of our properties are in the greater New York City metropolitan area and are affected by the economic cycles and risks inherent in that area. Terrorist attacks, such as those of September 11, 2001 in New York City, may adversely affect the value of our properties and our ability to generate cash flow. We are subject to risks that affect the general retail environment. WE MAY ACQUIRE OR SELL ADDITIONAL ASSETS OR DEVELOP ADDITIONAL PROPERTIES. OUR FAILURE OR INABILITY TO CONSUMMATE THESE TRANSACTIONS OR MANAGE THE RESULTS OF THESE TRANSACTIONS COULD ADVERSELY AFFECT OUR OPERATIONS AND FINANCIAL RESULTS. We may acquire or develop properties and this may create risks. It may be difficult to buy and sell real estate quickly. OUR ORGANIZATIONAL AND FINANCIAL STRUCTURE GIVES RISE TO OPERATIONAL AND FINANCIAL RISKS. We depend on dividends and distributions from our direct and indirect subsidiaries. The creditors of these subsidiaries are entitled to amounts payable to them by the subsidiaries before the subsidiaries may pay any dividends or distributions to us. Our existing financing documents contain covenants and restrictions that may restrict our operational and financial flexibility. We have indebtedness, and this indebtedness, and the cost to service it, may increase and debt refinancing may not be available on acceptable terms. We have issued outstanding and exercisable stock appreciation rights. The exercise of these stock appreciation rights may impact our liquidity. We might fail to qualify or remain qualified as a REIT, and may be required to pay income taxes at corporate rates. We face possible adverse changes in tax laws. Loss of our key personnel could harm our operations and adversely affect the value of our common stock. ALEXANDER S CHARTER DOCUMENTS AND APPLICABLE LAW MAY HINDER ANY ATTEMPT TO ACQUIRE US. We may change our policies without obtaining the approval of our stockholders. OUR OWNERSHIP STRUCTURE AND RELATED-PARTY TRANSACTIONS MAY GIVE RISE TO CONFLICTS OF INTEREST. Steven Roth, Vornado and Interstate may exercise substantial influence over us. They and some of our other directors and officers have interests or positions in other entities that may compete with us. There may be conflicts of interest between Vornado, its affiliates and us. THE NUMBER OF SHARES OF ALEXANDER S COMMON STOCK AND THE MARKET FOR THOSE SHARES GIVE RISE TO VARIOUS RISKS. The price of our common shares has recently been volatile and may fluctuate. Alexander s has available for issuance, shares of its common stock and outstanding and exercisable options to purchase its common stock. The issuance of this stock or the exercise of these options could decrease the market price of the shares of common stock currently outstanding.

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3499--2/23/2009--ALEXANDERS_INC