Appraisal Report

As of January 9, 2019

Prepared for

DALLAS I.S.D. 823-Real Property Management 3701 S. Lamar Street , 75215 Attention: Orlando Alameda, Director Purchase Order No.: 724873

Appraisal Report Phillis Wheatley Elementary School 2908 Metropolitan Avenue Dallas, Dallas County, Texas 75215

Prepared By

Bryan E. Humphries & Associates Real Estate Appraisers & Consultants 4054 McKinney Avenue, Suite 210 Dallas, Texas 75204 T: 214-528-7584 Fax: 214-528-2921

BRYAN E. HUMPHRIES & ASSOCIATES REAL ESTATE VALUATION AND SERVICES

January 18, 2019

Dallas I.S. D. 823-Real Property Management 3701 S. Lamar Street Dallas, TX 75215

Attention: Orlando Alameda, Director

Reference: Appraisal Report Purchase Order No.: 724873 Phillis Wheatley Elementary School 2908 Metropolitan Avenue Dallas, Dallas County, Texas 75215

Dear Mr. Alameda:

We have inspected and appraised the property as described herein. Conditions pertinent to or indicative of the value of the property were investigated.

This report sets forth our findings and conclusions derived there from, together with various exhibits that are considered necessary to explain the processes followed in this appraisal. To the best of my knowledge, this appraisal is in conformance with the current appraisal requirements of the Appraisal Institute, the Appraisal Foundation's Uniform Standards of Professional Appraisal Practice (USPAP), Title XI of the Financial Institutions Reform, Recovery and Enforcement Act (FIRREA) 12 CFR, Part 34.44 and Clients appraisal instructions.

The appraisal was based upon a personal inspection of the property and the investigation and analysis of data obtained for this assignment. The appraisers are unbiased with respect to the parties involved and have no present or contemplated future interest in the property appraised. Accordingly, statements are true to the best of the appraisers' knowledge and compensation for making the appraisal has in no manner been contingent upon the value conclusions reported herein.

4054 McKinney Avenue, Suite 210, Dallas, Texas 75204 (214-528-7584); Fax (214-528-2921) Page-2 Phillis Wheatley Elementary School Building 2908 Metropolitan Avenue, Dallas, TX 75215

Based upon the inspection of the property and the investigation and analysis of data obtained, the appraisers have formed the opinion that the Market Value "As Is" of the Fee Simple Estate of the Subject Property, assuming a marketing period of twelve months, as of the effective date, and subject to the definitions, certifications and limiting conditions set forth in the attached appraisal report, is:

“As Is” Fee Simple Market Value as of January 9, 2019 $225,000

*See Summary of Facts for value definition.

Respectfully submitted, BRYAN E. HUMPHRIES, INC.

Bryan E. Humphries, MAI Michael L. Seifert President Appraiser TX-1320676-G TX-1323820-G

MLS/D-46-U/18-3867

TABLE OF CONTENTS

SUMMARY OF FACTS ...... I-1

MARKETING/EXPOSURE PERIOD ...... I-3

SUBJECT PROPERTY OWNERSHIP HISTORY ...... I-4

ASSUMPTIONS AND LIMITING CONDITIONS ...... I-5

USPAP REQUIREMENTS ...... I-9

APPRAISAL PROCEDURE ...... I-13

GENERAL INFORMATION

REGIONAL ANALYSIS ...... II-1

NEIGHBORHOOD TRENDS ...... III-1 Neighborhood Map

SUBJECT PROPERTY ...... IV-1 Photographs, Tax Plat, Zoning Map, Aerial Map, Flood Plain Map, Site Plan, Floor Plans, Roof Plan

APPRAISAL

HIGHEST AND BEST USE ...... V-1

LAND VALUE ESTIMATE ...... VI-1

COST APPROACH ...... VII-1

INCOME CAPITALIZATION APPROACH ...... VIII-1

SALES COMPARISON APPROACH ...... IX-1

CORRELATION & CONCLUSIONS ...... X-1

CERTIFICATION ...... XI-1

ADDENDA QUALIFICATIONS HISTORICAL DESIGNATION

SUMMARY OF FACTS

Last Date of Inspection/Appraisal: January 9, 2019 Date of Report: January 18, 2019 Date of Preparation December 11, 2018 – January 18, 2019

PHYSICAL DESCRIPTION

Type Property: Phillis Wheatley Elementary School Building 2908 Metropolitan Avenue Dallas, Dallas County, Texas 75215

Lot Areas: Combined Site: 1.7766 acres, or 77,387-SF

Zoning: PD-595/R-5(A)/Historic Overlay District No. 61

Improvements: 28,581-SF

No. of Stories: 2

Year of Construction: 1929

Valuation

Highest and Best Use: “As If Vacant”: Future single-family residential or school/church use development “As Improved”: Current improvements

Rights Being Appraised: Fee Simple Estate

Estimated Value by Cost Approach:

“As Is” $200,000

Estimated Value by Sale Comparison Approach:

“As Is” $250,000

Final Value Estimates – Fee Simple Estate

“As Is” 1/09/2019: $225,000

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Summary of Facts, continued

Definition of Market Value “As Is”

An estimate of the Market Value of a property in the condition observed upon inspection and as it physically and legally exists without hypothetical conditions, assumptions, or qualifications as of the date the appraisal is prepared.

Time Frame

“As Is” January 9, 2019

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MARKETING/EXPOSURE TIME

Marketing Period and Exposure Time are related terms that are useful in narrowing the definition of market value. The definition of market values assumes “A reasonable time is allowed for exposure in the open market.” The appraised value herein is as of a specified date (January 9, 2019) and assumes the property has had adequate exposure to the market and pool of potential buyers to achieve its market value as of that date. The “adequate exposure” is termed Exposure Time and counts backwards from the date of value, and is assumed to have already taken place. It also assumes several other implicit items, including the willingness of the seller to sell at market value, competent marketing to achieve exposure to potential buyers, and the continued use of the property consistent with the premises and highest and best use conclusions in this appraisal. Exposure Time can be supportable based on the actual actions of the market, and reflected in the market sales data.

Marketing Time is forward-looking from the date of the appraisal, and is the amount of time a prospective purchaser would assume to take place to sell the property for the appraised value. Marketing Time also assumes willingness to sell at current values and anticipates changes to market conditions (if any) occurring after the value date. Typically, the Marketing Time will be equal to Exposure Time, unless there are extenuating circumstances in the market. Unpredictable events may occur resulting in a marketing time that, in hindsight, was longer or shorter than that which could be reasonably estimated at this point in time.

“As Is” Highest & Best Use There is minimal survey data available that report marketing periods for school buildings. Based upon the conversations with local real estate brokers and owners and review of the market sales that reported marketing times, along with consideration for the estimated value arrived at herein in relation to the Subject Property’s location, an estimated exposure period of 12 months is considered appropriate for the Subject. In the future, market conditions in the Subject area are anticipated to remain relatively static, with potential for improvement. The estimated future marketing time is also considered to be 12 months.

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SUBJECT PROPERTY OWNERSHIP HISTORY

The Appraisal Institute requires appraisals to consider, analyze, and disclose in reasonable detail any prior sales of the property being appraised that occurred within the three-year time period preceding the date of appraisal and to consider, analyze, and disclose in reasonable detail any current agreement of sale, option, or listing of the property being appraised.

According to the Dallas Central Appraisal District, the Subject Property is currently owned by Dallas I.S.D. Dallas I.S.D. has owned the lot for more than five years.

To our knowledge, no other sale transactions or transfers of ownership have occurred with the Subject Property in the past three years and the property is currently listed for sale without a specific price.

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ASSUMPTIONS AND LIMITING CONDITIONS

1. It is assumed that title to the property herein appraised is good and merchantable, and in fee simple. The value is reported without regard to questions of title, boundaries, encroachments, environmental regulations, licenses, or other matters of a legal nature unless noncompliance has been stated, defined, and considered in the appraisal report.

2. The value is estimated under the assumption that there will be no international or domestic political, economic, or military actions that will seriously affect real estate values throughout the country.

3. Certain information concerning market and operating data was obtained from others. This information is verified and checked, where possible, and is used in this appraisal only if it is believed to be accurate and correct. However, such information is not guaranteed. Dimensions and areas of the Subject Property and of the comparables were obtained by various means and are not guaranteed to be exact.

4. Real estate values are influenced by a number of external factors. The information contained herein is all of the data we consider necessary to support the value estimate. We have not knowingly withheld any pertinent facts, but we do not guarantee that we have knowledge of all factors which might influence the value of the Subject Property. Due to rapid changes in external factors, the value estimate is considered to be reliable only as of the date of the appraisal.

5. Opinions of value contained herein are estimates. This is the definition of an appraisal. There is no guarantee, written or implied, that the Subject Property will sell for the estimated value. The estimated value assumes that the property is under responsible ownership and has competent and prudent management.

6. The appraiser will not be required to provide testimony or attendance in court or before other legal authority by reason of this appraisal without prior agreement and arrangement between the employer and the appraiser.

7. Disclosure of the contents of this appraisal report is governed by the By-Laws and Regulations of the Appraisal Institute. Neither all nor any part of the contents of this report (especially any opinions, analyses, or conclusions concerning value, the identity of the appraiser or the firm with which he is connected, or any reference to the Appraisal Institute or the M.A.I. or SRA Designation) shall be disseminated to the public through advertising media, public relations media, news media, sales media, prospectus for securities, or any other public means of communication without prior written consent and approval of the undersigned.

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Assumptions & Limiting Conditions, continued

8. It is assumed that there are no hidden or unapparent conditions of the property, subsoil, or structures which would render it more or less valuable, except as stated in this report. No responsibility is assumed for such conditions or for engineering, which may be required to discover them. It is assumed that a prudent owner/buyer would allow inspection of the property by a qualified soils or structure engineer if conditions so required.

9. The distribution of the total valuation in this report between land and improvements applies only under the reported highest and best use of the land. The allocation of value for land and improvements, if presented, must not be used in conjunction with any other appraisal and are invalid if so used.

10. Estimates of costs to cure deferred maintenance are difficult at best. Contractors approach such problems in various ways. The estimates, if any, provided within this report are probable costs given current market conditions, available information, and the appraiser's expertise.

11. No environmental impact studies were requested or made in conjunction with this appraisal, and the appraiser hereby reserves the right to alter, amend, revise, and/or rescind the value opinions based upon any subsequent environmental impact studies, research, or investigation.

12. This appraisal was prepared by Bryan E. Humphries & Associates, Inc. and consists of trade secrets and commercial or financial information which is privileged and confidential and is exempted from disclosure under 5 U.S.C. 552 (b) (4). Please notify Bryan E. Humphries & Associates, Inc. of any request of reproduction of this appraisal.

13. Unless otherwise stated in this report, the existence of hazardous substances, including without limitation asbestos, polychlorinated biphenyl, petroleum leakage, or agricultural chemicals, which may or may not be present on the property or other environmental conditions, were not called to the attention of nor did the appraiser become aware of such during the appraiser's inspection. The appraiser has no knowledge of the existence of such materials on or in the property unless otherwise stated. The appraiser, however, is not qualified to test such substances or conditions. If the presence of such substances, such as asbestos, urea formaldehyde foam insulation, or other hazardous substances or environmental conditions, may affect the value of the property, the value estimated is predicated on the assumption that there is no such condition on or in the property or in such proximity thereto that it would cause a loss in value. No responsibility is assumed for any such conditions, or for any expertise or engineering knowledge required to discover them. We suggest the Client retain an expert in this field to document the existence or non-existence of hazardous materials.

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Assumptions & Limiting Conditions, continued

The value conclusion in this report assumes there are no hazardous materials or contamination on the site or in the improvements that would cause a loss in value.

14. Anyone acting in reliance upon the opinions, judgments, conclusions, or data contained herein, who has the potential for monetary loss due to the reliance thereon, is advised to secure an independent review and verification of all such conclusions and/or facts.

The user agrees to notify the appraiser prior to any irrevocable loan or investment decision of any error, which would reasonably be determined from a thorough and knowledgeable review.

15. By acceptance and use of this report, the user agrees that any liability for errors, omissions or judgment of the appraiser is limited to the amount of the fee charged.

16. The limiting condition relating to the ADA is as follows:

This appraisal has not considered the effects of the enactment of the Americans with Disabilities Act of 1990 (ADA), which initially became effective January 26, 1992. We have not made a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. Standards of this act are designed to provide access to all public facilities to all persons, regardless of mobility limitations. The act provides forceful encouragement for commercial establishments to enhance their accessibility and requires that renovations after this date fully comply with the access standards established by the Architectural and Transportation Barriers Compliance Board. Enhancements to buildings must be readily achievable and able to be carried out without much difficulty or expense. The act recognizes that "readily achievable" is different for companies depending on their resources. The first priority is to provide access from sidewalks, parking and transportation areas, with the second priority being to provide access to areas where goods and services are available to the public. Finally, access to restroom facilities must accommodate all persons. The modifications and costs that may be necessary for the property to conform to ADA can be ascertained only by a qualified architect. Should such a study be undertaken, and should the retrofit costs, if any, become known, then the appraisers reserve the right to re-evaluate the Subject Property.

17. No structural engineering reports were made available to the appraisers. It is assumed that the building is structurally sound and no significant adverse conditions exist.

18. No environmental studies were made available to the appraisers. It is assumed that the building and the underlying site do not have hazardous materials.

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Assumptions & Limiting Conditions, continued

19. It is assumed there are no easements or restrictive covenants that adversely affect the property. An updated title policy and survey are recommended.

20. It is assumed the utilities are available in adequate capacity for the intended use.

This appraisal specifically assumes the following:

All information provided to the appraisers (legal description, survey, expense data, etc.) is assumed to be correct. According to Orlando Alameda, Director of Real Property Management for D.I.S.D., the subject tract totals 1.7766 acres, or 77,387-SF in size. According to the Dallas Central Appraisal District the building improvements were constructed in 1929. Floor plans provided by Orlando Alameda (DISD Director of Real Property Management), indicate that the buildings have a total area of 28,581-SF. These sizes are assumed to be correct.

The improvements have been severely vandalized since the school was shuttered by D.I.S.D in 2010.

This report assumes that all easements found in the county records are not a hindrance to the overall site utility and that if any other easements or encroachments exist, they do not hinder the overall utility of the site.

Local and regional lending institutions appear to remain active within the subject’s marketplace for specific projects. Therefore, we specifically assume that the financial markets will continue to function in a competitive efficient fashion. Further, we cannot be held responsible for unforeseeable events that alter market conditions.

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USPAP REQUIREMENTS

Client

Dallas I.S.D. 823-Real Property Management 3701 S. Lamar Street Dallas, TX 75215

Subject Property

Phillis Wheatley Elementary School Building 2908 Metropolitan Avenue Dallas, Dallas County, Texas 75215

Intended Use & Users

This appraisal is for use by the client for asset evaluation of the Subject Property. The client, Dallas I.S.D. (Real Estate Property Management) is the named user of this report. Any other use or users are not intended or authorized.

Interest Valued - Fee Simple Estate

Fee Simple, according to the Appraisal Institute’s The Dictionary of Real Estate Appraisal, 5th Edition, (Chicago, 2010), is defined as follows:

"A Fee Simple Estate implies absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat.”

Nature of the Assignment

The nature of this appraisal assignment is to estimate the "As Is" Market Value of the Subject Property. The rights being appraised are the Fee Simple Estate in the Subject Property.

To develop an opinion of market value of the above-stated interest in the Subject Property, Market Value, for the purpose of this appraisal, is defined by 12 CFR Part 34, Subpart C as being:

Humphries & Associates I - 9 D-46-U/18-3867 USPAP Requirements, continued

"Market Value means the most probable price which a property should bring in a competitive and open market under all conditions requisite to fair sale, the buyer and seller, each acting prudently, knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby:

1. buyer and seller are typically motivated;

2. both parties are well informed or well advised, and each acting in what they consider their own best interests;

3. a reasonable time is allowed for exposure in the open market;

4. payment is made in cash in U.S. dollars or in terms of financial arrangements comparable thereto; and

5. the price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale."

Market Value “As Is” is defined as the Market Value of a property in the condition observed upon inspection and as it physically and legally exists without hypothetical conditions, assumptions, or qualifications as of the date the appraisal was prepared.

Effective Date of Value Opinions

January 9, 2019 – “As Is”

Date of Report

January 18, 2019

Opinions of Value

$225,000 “As Is” Market Value Fee Simple Estate (1/09/2019)

Extraordinary Assumption and/or Hypothetical Conditions

Extraordinary Assumptions: An extraordinary assumption is an assumption, directly related to a specific assignment, as of the effective date of the assignment results, which, if found to be false, could alter the appraiser’s opinions or conclusions. Extraordinary assumptions presume as fact otherwise uncertain information about physical, legal, or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in an analysis. The assumption is assumed to be true, but is not certain. If these assumptions turn out to be untrue, the value conclusion could be impacted. No extraordinary assumptions were utilized.

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Hypothetical Condition: Hypothetical Conditions is a condition, directly related to a specific assignment, which is contrary to what is known by the appraiser to exist on the effective date of the assignment results, but is used for the purpose of analysis. Hypothetical conditions are contrary to know facts about physical, legal, or economic characteristics of the subject property; or about conditions external to the property, such as market conditions or trends; or about the integrity of data used in an analysis. No hypothetical conditions were utilized.

Scope of Work

The Appraiser:

1. inspected all the interior and exterior of the Subject Property to note the characteristics of the property that are relevant to its valuation;

2. investigated and analyzed any pertinent easements or restrictions on the fee simple ownership of the subject property. It is the client’s responsibility to supply the appraiser with a title report. If a title report is not available, the appraiser will rely on a visual inspection and identify any readily apparent easements or restrictions;

3. considered the techniques and methodologies typically used for the cost approach, sales comparison approach, and income capitalization approach and then investigated available market data for use in the approaches to value considered applicable;

The appraiser’s investigations included research of public records through the use of commercial sources of data such as printed comparable data services and computerized databases. Search parameters such as dates of sales, leases, locations, sizes, types of properties, and distances from the subject started with relatively narrow constraints and, if necessary, expanded until the appraiser had either retrieved data sufficient (in the appraiser’s opinion) to estimate market value, or until the appraiser believed that he or she had reasonably exhausted the available pool of data. Researched sales and lease data were viewed and, if found to be appropriate, efforts were made to verify the data with persons directly involved in the transactions such as buyers, seller, brokers, or agents. At the appraiser’s discretion, some data was used without personal verification if, in the appraiser’s opinion, the data appeared to be correct. In addition, the appraiser considered any appropriate listings or properties found through observation during appraiser’s data collection process. The appraiser reported only the data deemed to be pertinent to the valuation problem;

4. investigated and analyzed any pertinent easements or restrictions on the fee simple ownership of the subject property. It is the client’s responsibility to supply the appraiser with a title report. If a title report is not available, the appraiser will rely on a visual inspection and identify any readily apparent easements or restrictions;

5. analyzed the data found and reached conclusions regarding the market value, as defined in the report, of the Subject Property as of the date of value using appropriate valuation approaches identified above;

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6. prepared the appraisal in compliance with the Uniform Standards of Professional Appraisal Practice as promulgated by The Appraisal Foundation and the Code of Professional Ethics and Certification Standard of the Appraisal Institute;

7. is not responsible for ascertaining the existence of any toxic waste or other contamination present on or off the site. The appraiser will, however, report any indications of toxic waste or contaminants that may affect value if they are readily apparent during appraiser’s investigations. Appraiser cautions the user of the report that appraiser is not expert in such matters and that appraiser may overlook contamination that might be readily apparent to parties who are experts in such matters;

8. prepared a Appraisal Report, as defined in USPAP, which included photographs of the Subject Property, descriptions of the subject neighborhood, the site, any improvements on the site, a description of the zoning, a highest and best use analysis, a summary of the most important sales used in the appraiser’s valuation, a reconciliation and conclusion, a map illustrating the sales in relationship to the subject property, and other data deemed by the appraiser to be relevant to the assignment. Pertinent data and analyses not included in the report may be retailed in appraiser’s files; and

9. intends for the analysis, opinions, and conclusions of this appraisal to also conform to Title XI of the Federal Financial Institutions Reform Recovery and Enforcement Act of 1989 (FIRREA) and its regulations.

Report Option This report is an Appraisal Report in accordance with Standards Rule 2-2(a) of the Uniform Standards of Professional Appraisal Practice (USPAP). As such, it presents sufficient information to enable the client and other intended users, as identified, to understand it properly.

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Competency Statement

The appraisers have valued ± 50 school and special purpose buildings in various markets throughout the nation over the past five years. For these reasons, the appraisers have the professional competency required to appraise the Subject Property.

Mr. Humphries was designated a Member of The Appraisal Institute (MAI) in 1982. Mr. Humphries and Mr. Seifert are State Certified Appraisers in the State of Texas. The Certificate numbers are as follows:

Bryan E. Humphries TX-1320676-G Michael L. Seifert TX-1323820-G

As a result of the experience and expertise, Mr. Humphries and Mr. Seifert possess the professional competency required to conclude a reliable opinion of value.

Appraisal Procedure

The procedures followed in this appraisal revolve around an analysis of various factors, which affect the value of the Subject Property. Included in this analysis was an investigation into such matters as the physical attributes of the Subject Property, area and neighborhood market trends, and general social, economic, political, and environmental considerations. The valuation process, which serves as a basis for estimating the value of the Subject Property, employs as many separate appraisal techniques as are appropriate. The value of the Subject Property is estimated by applying specific appraisal procedures that reflect the following methods for mathematically analyzing data:

COST APPROACH - An estimate of the present reproduction cost of the improvements, less accrued depreciation, plus the land value. Depreciation includes a deduction from reproduction cost of the improvements due to physical, functional, and economic causes.

INCOME CAPITALIZATION APPROACH - Capitalization of the net income that the property is capable of producing. This approach, of course, is applicable only in income- producing properties.

SALES COMPARISON APPROACH - Comparison with similar properties that have sold in the market. This approach can be applied to land alone or to improved properties.

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The Subject Property is an occupied school building for the Dallas Independent School District (Jill Stone Elementary School). Schools and churches are typically owner occupied therefore the Income Capitalization Approach is not considered a relevant value indicator and will not be performed. The omission of the Income Capitalization Approach does not limit the reliability of the appraisal report, because reasonable appraisers would concur that this approach is not necessary for to the valuation of the Subject Property

The Cost Approach and Sales Comparison Approach will be used to value the existing improvements. As stated in the Correlations and Conclusions, greatest weight will be given the Sales Comparison Approach with support from the Cost Approach.

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Humphries & Associates II - 1 REGIONAL AREA ANALYSIS

Introduction The value of the subject property is affected by various influences of the surrounding region. Infrastructure, base employment, and overall social, economic, and political conditions in the area form the background against which the property is considered.

Dallas/Fort Worth Metro Area The North Central Texas area is dominated by the cities of Dallas, county seat of Dallas County, and Fort Worth, county seat of Tarrant County. Comprising a 12-county area, the Dallas/Fort Worth Consolidated Metropolitan Statistical Area encompasses nearly 7,000 square miles.

The Dallas MSA is the second largest in Texas, with more than three million people living in the area. High-tech companies, manufacturing and service industries have contributed to growth in Dallas, considered the financial hub of the Southwest. The Dallas-Fort Worth International Airport, which encompasses more than 18,000 acres, is the world's sixth busiest passenger traffic and third busiest aircraft movements, and a major economic engine for the region.

The Fort Worth-Arlington Metropolitan Statistical Area (MSA) includes 20 cities with populations of 10,000 or more. Arlington, home to Six Flags Over Texas, Hurricane Harbor, and Globe Life Stadium, Stadium, is known as one of Texas' "most entertaining" cities. Fort Worth still embraces its cowboy heritage. However, with successful downtown revitalization projects like Sundance Square, Forth Worth has been transformed over the years into a cosmopolitan and cultural center.

ENVIRONMENTAL FORCES Location/Topography Dallas - Fort Worth CMSA is located in the "Blackland Belt" geographic area of Texas. The Blackland Belt stretches from the Rio Grande to the Red River, lying just below the line of the Balcones Fault, and varying in width from 15 to 70 miles.

Humphries & Associates II - 2 Regional Analysis, continued

The Trinity River is a major Texas river that passes from the northwest right by the southern portion of as it heads southeast to Houston. The river is flanked on both sides with a 50 foot earthen levee to keep that part of the City from flooding.

Transportation The Dallas metropolitan area exhibits a superior transportation and communication infrastructure including highway access, rail service, air service, market access, and telecommunications.

Air The Dallas/Fort Worth International Airport (DFW) is situated between Dallas and Fort Worth and is generally the central point of the current development pattern. It is presently one of the largest airports in the world, containing some 18,000 acres. DFW features direct service to Europe, South America, the Pacific Basin and most North American cities via almost every major commercial carrier. DFW reported 65,670,697 total passengers in 2016, the highest on record.

Dallas Love Field, three miles northwest of downtown Dallas, is a central hub for regional business and commuter travel. Dallas Love Field is headquarters for Southwest Airlines. In late 2013, Love Field completed the $519 million portion of a modernization program including a new centralized concourse with 20 gates, a remodeled lobby, expanded baggage claim area, and a new ticketing wing. The completion included a wide variety of new concessions with 20 restaurants and 16 retail shops, which occurred near the time when the Wright Amendment was fully repealed on October 13, 2014. The federal law prevented planes with more than 56 seats from flying nonstop from Dallas Love Field beyond the states bordering Texas. Since its repeal, Southwest Airlines launched an aggressive schedule of nonstop flights from coast to coast. Virgin America took advantage of the expiring Wright Amendment to open a small focus city operation at Love Field in Dallas. Love Field is limited to 20 gates under federal law, nearly all of which are controlled by hometown carrier Southwest Airlines. Total passengers were 15,562,738 in 2016.

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Meacham Airport served as Fort Worth's main airport before the completion of D/FW in 1974. The 7,500-foot strip, known as Taxiway Alpha, has been straightened and refurbished and serves as a backup runway at the 77-year-old, city-owned airport. Meacham International provides regional aviation services for air charter, corporate, business and recreational flyers. Smaller area airports, including Addison, Spinks, and Red Bird in Dallas, serve outlying areas.

Fort Worth's Alliance Airport, which was completed in late-1989, is a major industrial airport located 20 minutes north of downtown Fort Worth along IH-35W. Alliance Airport encompasses approximately 418 acres and is solely for use by manufacturing and distribution firms as a gateway to U.S. and international markets. This airport also features immediate rail and interstate highway access.

Transit System The Dallas/Fort Worth area is also well served by several modes of surface transportation. Dallas Area Rapid Transit (DART) and The T in Fort Worth provide public mass transportation in the respective cities. Railroad systems currently link Dallas/Fort Worth with most principal commercial centers throughout the Southwest, Southeast and Midwest. The various railroads serving the area have reciprocal switching agreements, and intermodal facilities are available. Many of the prime industrial parks are served by main rail lines or rail spurs

DART's commuter rail system provides service between South Transit Center near downtown Irving and the Medical/Market Center, and Union Station in downtown Dallas. At Union Station, DART's new light rail system offers connections to destinations such as the , the West End entertainment district, the Dallas Central Business District, Veterans Administration Hospital, and North Park. The extension of commuter rail service is connecting to Fort Worth and into DFW International Airport, through the efforts of the "T" in Fort Worth.

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Highways Interstate highways, freeways and loop freeway systems provide east-west and north-south transportation corridors through the Dallas/Fort Worth area. The major north-south highway is IH-35, which divides about 30 miles north of the Metroplex; 35E extends through Dallas and 35W extends through Fort Worth; the highway reconnects approximately 60 miles south of the Metroplex. , another north-south highway, links Dallas to Houston. The major east- west highways are IH-20 and IH-30, which link Dallas and Fort Worth with major commercial markets. LBJ Freeway (IH-635) is a major freeway that forms a loop around Dallas County.

SOCIAL FORCES Population The estimated January 1, 2017 population for the North Central Texas Council of Governments (NCTCOG) region is 7,246,350. Last year, the region added 123,000 people. In 2016, 25 cities grew by more than 5%. The city of Dallas led the region in growth, adding more than 12,000 people last year while Fort Worth added 9,000, followed by McKinney with 8,200. Collin, Denton, Dallas, and Tarrant counties each added more than 20,000 people last year, accounting for 85% of the regional growth.

Residential construction continued to trend upward as low interest rates and corporate relocations solidified the north central Texas region as one of the most desirable locations to live. A friendly business environment, mild weather, and the variety of industries have made the area a popular destination for years. Since 2000, the region has grown by 36%. Nearly 45,000 new residential units were completed in 201624,400 single-family and 20,500 multi-family. The city of Dallas led the way in residential units with more than 8,000 completions in the past year. More than 80% of these new units were multi-family. Dallas accounted for one third of all new multi-family units added to the region in 2016. Fort Worth had more than 4,000 residential completions. The top 10 cities in new construction accounted for 60% of all units built last year. With 50,000 multi-family units currently under construction and no apparent slowdown in single-family construction, the region is poised to continue an upsurge in residential completions in 2017.

Humphries & Associates II - 5 Regional Analysis, continued

Population estimates for the largest cities in the Dallas/Fort Worth Metroplex is as follows. The City of Fort Worth and Dallas had the largest number of new residence growth from 2010 to 2016, with 59,914 and 65,174, respectively.

Humphries & Associates II - 6 Regional Analysis, continued

Final Decennial Per centage Estimated Gr owth Per centage C ensus Final Census Final Census Final Census Final Census Growth 2000- Growth Rate Population 1/1/2010- Growth 2010- City 4/1/1970 4/1/1980 4/1/1990 4/1/2000 4/1/2010 2010 2000-2010 1/1/2017 1/1/2017 2017 Addison 593 5,553 8,783 14,166 13,056 -1,110 -7.84% 15,730 2,674 20.48% A l edo 620 1,027 1,169 1,726 2,716 990 57.36% 3,930 1,214 44.70% Allen 1,940 8,314 19,315 43,554 84,246 40,692 93.43% 95,350 11,104 13.18% A l varado 2,129 2,701 2,918 3,288 3,785 497 15.12% 4,210 425 11.23% Alvord 791 874 865 1,007 1,334 327 32.47% 1,340 6 0.45% Anna 736 855 904 1,225 8,249 7,024 573.39% 12,390 4,141 50.20% Argyle 443 1,111 1,575 2,365 3,282 917 38.77% 3,920 638 19.44% Arlington 90,229 160,113 261,717 332,969 365,438 32,469 9.75% 382,230 16,792 4.60% Aubrey 731 948 1,138 1,500 2,595 1,095 73.00% 3,110 515 19.85% Azle 4,493 5,822 8,868 9,600 10,947 1,347 14.03% 11,800 853 7.79% Balch Springs 10,464 13,746 17,406 19,375 23,728 4,353 22.47% 24,480 752 3.17% Bartonville NI 441 849 1,093 1,469 376 34.40% 1,670 201 13.68% Bedf ord 10,049 20,821 43,762 47,152 46,979 -173 -0.37% 48,560 1,581 3.37% Benbrook 8,169 13,579 19,564 20,208 21,234 1,026 5.08% 22,260 1,026 4.83% Blue Mound 1,283 2,169 2,133 2,388 2,394 6 0.25% 2,390 -4 -0.17% Boyd 695 889 1,041 1,099 1,207 108 9.83% 1,360 153 12.68% Bridgeport 3,614 3,737 3,581 4,827 5,976 1,149 23.80% 6,130 154 2.58% Burl eson 7,713 11,734 16,113 20,976 36,690 15,714 74.91% 43,960 7,270 19.81% Caddo Mills 935 1,060 1,068 1,149 1,338 189 16.45% 1,460 122 9.12% Carrollton 13,855 40,595 82,169 109,576 119,097 9,521 8.69% 130,820 11,723 9.84% Cedar Hi l l 2,610 6,849 19,988 32,093 45,028 12,935 40.30% 47,320 2,292 5.09% Cel i na 1,272 1,520 1,737 1,861 6,028 4,167 223.91% 10,310 4,282 71.04% Chico NI NI 800 947 1,002 55 5.81% 1,010 8 0.80% Cleburne 16,015 19,218 22,205 26,005 29,337 3,332 12.81% 29,780 443 1.51% Cockrell Hill 3,515 3,262 3,746 4,443 4,193 -250 -5.63% 4,160 -33 -0.79% Colleyville 3,342 6,700 12,724 19,636 22,807 3,171 16.15% 24,630 1,823 7.99% Combine 249 698 1,329 1,788 1,942 154 8.61% 2,010 68 3.50% Commerce 9,534 8,136 6,825 7,742 8,078 336 4.34% 8,240 162 2.01% Coppell 1,728 3,826 16,881 35,958 38,659 2,701 7.51% 40,820 2,161 5.59% Copper Canyon NI 465 978 1,216 1,334 118 9.70% 1,390 56 4.20% Corinth 461 1,264 3,944 11,325 19,935 8,610 76.03% 20,800 865 4.34% Crandal l 774 831 1,652 2,774 2,858 84 3.03% 3,170 312 10.92% Crowl ey 2,662 5,852 6,974 7,467 12,838 5,371 71.93% 14,440 1,602 12.48% Dal l as 844,401 904,078 1,007,618 1,188,580 1,197,816 9,236 0.78% 1,270,170 72,354 6.04% Dalworthington Grdns 757 1,100 1,758 2,186 2,259 73 3.34% 2,330 71 3.14% Decatur 3,240 4,104 4,245 5,201 6,042 841 16.17% 6,530 488 8.08% Denton 39,874 48,063 66,270 80,537 113,383 32,846 40.78% 128,160 14,777 13.03% DeSoto 6,617 15,538 30,544 37,646 49,047 11,401 30.28% 52,120 3,073 6.27% Double Oak NI 836 1,664 2,179 2,867 688 31.57% 2,970 103 3.59% Duncanville 14,105 27,781 35,008 36,081 38,524 2,443 6.77% 39,240 716 1.86% Edgecliff Village 1,143 2,695 2,715 2,550 2,776 226 8.86% 3,220 444 15.99% Ennis 11,046 12,110 13,869 16,045 18,513 2,468 15.38% 18,660 147 0.79% Eul ess 19,316 24,002 38,149 46,005 51,277 5,272 11.46% 54,870 3,593 7.01% Everman 4,570 5,387 5,672 5,836 6,108 272 4.66% 6,110 2 0.03% Fairview 463 893 1,554 2,644 7,248 4,604 174.13% 9,110 1,862 25.69% Farmers Branch 27,492 24,863 24,250 27,508 28,616 1,108 4.03% 31,560 2,944 10.29% Farmersvi l l e 2,311 2,360 2,640 3,118 3,301 183 5.87% 3,330 29 0.88% Fate NI NI 477 463 6,357 5,894 1273.00% 11,380 5,023 79.02% Ferris 2,180 2,228 2,212 2,175 2,436 261 12.00% 2,480 44 1.81% Flower Mound 1,685 4,402 15,527 50,702 64,669 13,967 27.55% 71,850 7,181 11.10% Forest Hill 8,236 11,684 11,482 12,949 12,355 -594 -4.59% 12,500 145 1.17% Forney 1,745 2,483 4,070 5,588 14,661 9,073 162.37% 18,590 3,929 26.80% Fort Worth 393,455 385,164 447,619 534,694 741,206 206,512 38.62% 815,430 74,224 10.01% Fri sco 1,845 3,499 6,138 33,714 116,989 83,275 247.00% 161,400 44,411 37.96% Garl and 81,437 138,857 180,635 215,768 226,876 11,108 5.15% 234,710 7,834 3.45% Glenn Heights 257 1,033 4,564 7,224 11,278 4,054 56.12% 11,680 402 3.56% Grand Prairie 50,904 71,462 99,606 127,427 175,396 47,969 37.64% 187,050 11,654 6.64% Grandview 935 1,205 1,245 1,358 1,561 203 14.95% 1,620 59 3.78% Grapevi ne 7,049 11,801 29,198 42,059 46,334 4,275 10.16% 49,130 2,796 6.03% Greenvi l l e 22,043 22,161 23,071 24,117 25,557 1,440 5.97% 26,800 1,243 4.86% Haltom City 28,127 29,014 32,856 39,018 42,409 3,391 8.69% 42,740 331 0.78% Hasl et 276 262 795 1,134 1,517 383 33.77% 1,720 203 13.38% Heath 520 1,459 2,108 4,149 6,921 2,772 66.81% 7,820 899 12.99% Hi ck ory Creek 218 1,422 1,893 2,078 3,247 1,169 56.26% 3,870 623 19.19% Highland Park 10,133 8,909 8,739 8,842 8,564 -278 -3.14% 8,510 -54 -0.63% Highland Village 516 3,246 7,027 12,173 15,056 2,883 23.68% 15,380 324 2.15% Hudson Oaks NI 309 711 1,637 1,662 N/A N/A 2,110 N/A Hurst 27,215 31,420 33,574 36,273 37,337 1,064 2.93% 38,410 1,073 2.87% Hutchins 1,715 2,837 2,719 2,805 5,338 2,533 90.30% 5,350 12 0.22% Irving 97,260 109,943 155,037 191,615 216,290 24,675 12.88% 234,710 18,420 8.52% Joshua 924 1,470 3,821 4,528 5,910 1,382 30.52% 6,680 770 13.03% Justi n 741 920 1,234 1,891 3,246 1,355 71.66% 3,640 394 12.14%

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Final Decennial Per centage Estimated Gr owth Per centage C ensus Final Census Final Census Final Census Final Census Growth 2000- Growth Rate Population 1/1/2010- Growth 2010- City 4/1/1970 4/1/1980 4/1/1990 4/1/2000 4/1/2010 2010 2000-2010 1/1/2017 1/1/2017 2017 K auf man 4,012 4,658 5,251 6,490 6,703 213 3.28% 6,670 -33 -0.49% K eene 2,440 3,013 3,944 5,003 6,106 1,103 22.05% 6,280 174 2.85% K el l er 1,474 4,156 13,683 27,345 39,627 12,282 44.91% 44,620 4,993 12.60% K emp 999 1,035 1,184 1,133 1,154 21 1.85% 1,170 16 1.39% Kennedale 3,076 2,594 4,096 5,850 6,763 913 15.61% 7,420 657 9.71% Krum 454 917 1,542 1,979 4,157 2,178 110.06% 4,890 733 17.63% L ake Dal l as 1,431 3,177 3,656 6,166 7,105 939 15.23% 7,260 155 2.18% L ak e Worth 4,958 4,394 4,591 4,618 4,584 -34 -0.74% 4,710 126 2.75% L ak esi de 988 957 816 1,040 1,307 267 25.67% 1,690 383 29.30% L ancaster 10,522 14,807 22,117 25,894 36,361 10,467 40.42% 37,730 1,369 3.77% L avon NI NI 303 387 2,219 1,832 473.39% 3,220 1,001 45.11% Lewisville 9,264 24,273 46,521 77,737 95,290 17,553 22.58% 103,640 8,350 8.76% Little Elm 363 926 1,255 3,646 25,898 22,252 610.31% 38,250 12,352 47.69% L owry Crossi ng NI 443 865 1,229 1,711 482 39.22% 1,710 -1 -0.06% L ucas 540 1,370 2,205 2,890 5,166 2,276 78.75% 7,030 1,864 36.08% M abank 1,239 1,443 1,458 2,151 3,035 884 41.10% 3,230 195 6.43% M ansf i el d 3,658 8,102 15,615 28,031 56,368 28,337 101.09% 63,670 7,302 12.95% McKinney 15,193 16,256 21,283 54,369 131,117 76,748 141.16% 169,710 38,593 29.43% McLendon-Chisholm NI NI 646 914 1,373 459 50.22% 2,780 1,407 102.48% M el i ssa NI 604 557 1,350 4,695 3,345 247.78% 8,850 4,155 88.50% Mesquite 55,131 67,053 101,484 124,523 139,824 15,301 12.29% 143,060 3,236 2.31% Midlothian 2,322 3,219 5,040 7,480 18,037 10,557 141.14% 24,450 6,413 35.55% Murphy 261 1,150 1,547 3,099 17,708 14,609 471.41% 19,980 2,272 12.83% N. Richland Hills 16,514 30,592 45,895 55,635 63,343 7,708 13.85% 1,080 -62,263 -98.29% Newark 407 529 651 887 1,005 118 13.30% 67,120 66,115 6578.61% Northl ak e NI NI 250 921 1,724 803 87.19% 3,010 1,286 74.59% Oak L eaf NI NI 984 1,209 1,298 89 7.36% 1,370 72 5.55% Oak Poi nt NI 387 645 1,747 2,786 1,039 59.47% 3,210 424 15.22% Ovilla 339 1,067 2,027 3,405 3,492 87 2.56% 3,920 428 12.26% Pal mer 601 1,187 1,659 1,774 2,000 226 12.74% 2,070 70 3.50% Pantego 1,779 2,431 2,371 2,318 2,394 76 3.28% 2,470 76 3.17% Park er 367 1,098 1,213 1,379 3,811 2,432 176.36% 4,440 629 16.50% Pel i can Bay NI NI 1,271 1,505 1,547 42 2.79% 1,650 103 6.66% Pi l ot Poi nt 1,663 2,211 2,538 3,538 3,856 318 8.99% 4,130 274 7.11% Pl ano 17,872 72,331 127,885 222,030 259,841 37,811 17.03% 277,720 17,879 6.88% Ponder 208 297 432 507 1,395 888 175.15% 1,780 385 27.60% Pri nceton 1,105 3,408 2,448 3,477 6,807 3,330 95.77% 9,460 2,653 38.97% Prosper 501 675 1,018 2,097 9,423 7,326 349.36% 20,160 10,737 113.94% Providence NI NI NI NI 4,786 NI NI 6,310 1,524 31.84% Quinlan 844 1,002 1,360 1,370 1,394 24 1.75% 1,430 36 2.58% Red Oak 767 1,882 3,124 4,301 10,769 6,468 150.38% 12,600 1,831 17.00% Reno 688 1,174 2,322 2,441 2,494 53 2.17% 2,610 116 4.65% Rhome 605 551 1,522 971 176.23% 1,610 88 5.78% Richardson 48,405 72,496 74,840 91,802 99,223 7,421 8.08% 107,400 8,177 8.24% Richland Hills 8,865 7,977 7,978 8,132 7,801 -331 -4.07% 7,920 119 1.53% Ri ver Oak s 8,193 6,890 6,580 6,985 7,427 442 6.33% 7,310 -117 -1.58% Roanoke 817 910 1,616 2,810 5,962 3,152 112.17% 8,040 2,078 34.85% Rockwal l 3,121 5,939 10,486 17,976 37,490 19,514 108.56% 42,120 4,630 12.35% Rowl ett 2,243 7,522 23,260 44,503 56,199 11,696 26.28% 57,840 1,641 2.92% Royse City 1,535 1,566 2,206 2,957 9,349 6,392 216.17% 11,540 2,191 23.44% Runaway Bay NI 29 700 1,104 1,286 182 16.49% 1,370 84 6.53% Sachse 777 1,640 5,346 9,751 20,329 10,578 108.48% 23,950 3,621 17.81% Sagi naw 2,382 5,736 8,551 12,374 19,806 7,432 60.06% 21,320 1,514 7.64% Sanger 1,603 2,754 3,514 4,534 6,916 2,382 52.54% 8,100 1,184 17.12% Sansom Park 4,771 3,921 3,928 4,181 4,686 505 12.08% 4,680 -6 -0.13% Seagoville 4,390 7,304 8,969 10,823 14,835 4,012 37.07% 15,900 1,065 7.18% Shady Shores 543 813 1,045 1,461 2,612 1,151 78.78% 2,660 48 1.84% Southlake 2,031 2,808 7,082 21,519 26,575 5,056 23.50% 28,880 2,305 8.67% Springtown 1,194 1,658 1,740 2,062 2,658 596 28.90% 2,670 12 0.45% Sunnyvale 995 1,404 2,228 2,693 5,130 2,437 90.49% 5,440 310 6.04% Tal ty NI NI NI 1,028 1,535 507 49.32% 2,310 775 50.49% Terrel l 14,182 13,225 12,490 13,606 15,816 2,210 16.24% 16,570 754 4.77% The Colony NI 11,586 22,113 26,531 36,328 9,797 36.93% 41,160 4,832 13.30% Trophy Club NI NI 3,922 6,350 8,024 1,674 26.36% 11,250 3,226 40.20% University Park 23,498 22,254 22,259 23,324 23,068 -256 -1.10% 22,820 -248 -1.08% Watauga 3,778 10,284 20,009 21,908 23,497 1,589 7.25% 23,600 103 0.44% Waxahachi e 13,452 14,624 17,984 21,426 29,621 8,195 38.25% 34,410 4,789 16.17% Weatherf ord 11,750 12,049 14,804 19,000 25,250 6,250 32.89% 27,660 2,410 9.54% Westworth Village 4,578 3,651 2,350 2,124 2,472 348 16.38% 2,620 148 5.99% Whi te Settl ement 13,449 13,508 15,472 14,831 16,116 1,285 8.66% 16,830 714 4.43% Willow Park 230 1,113 2,328 2,849 3,982 1,133 39.77% 4,780 798 20.04% Wi l mer 1,922 2,367 2,479 3,393 3,682 289 8.52% 4,210 528 14.34% Wol f e Ci ty 1,433 1,594 1,505 1,581 1,412 -169 -10.69% 1,420 8 0.57% Wylie 2,675 3,152 8,716 15,132 41,427 26,295 173.77% 48,140 6,713 16.20%

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Final Final Final Final Final Gr owth Per centage Estimated Gr owth Per centage C ensus C ensus C ensus C ensus C ensus Population Gr owth Population 1/1/2010- Growth 2010- 4/1/1970 4/1/1980 4/1/1990 4/1/2000 4/1/2010 2000-2010 2000-2010 1/1/2017 1/1/2017 2017 Collin County 66,920 144,576 264,036 491,675 782,341 290,666 59.12% 932,530 150,189 19.20% Dal l as County 1,327,696 1,556,419 1,852,810 2,218,899 2,368,139 149,240 6.73% 2,502,270 134,131 5.66% Denton County 75,633 143,126 273,775 432,976 662,614 229,638 53.04% 814,560 151,946 22.93% Ellis County 46,638 59,743 85,167 111,360 149,610 38,250 34.35% 173,410 23,800 15.91% Erath County 18,141 22,560 27,991 33,001 37,890 4,889 14.81% 43,850 5,960 15.73% Hood County 6,368 17,714 28,981 41,100 51,182 10,082 24.53% 64,840 13,658 26.69% Hunt County 47,948 55,248 64,343 76,596 86,129 9,533 12.45% 94,350 8,221 9.54% Johnson County 45,769 67,649 97,165 126,811 150,934 24,123 19.02% 164,970 14,036 9.30% Kaufman County 32,392 39,015 52,220 71,313 103,350 32,037 44.92% 116,140 12,790 12.38% Navarro County 31,150 35,323 39,926 45,124 47,735 2,611 5.79% 49,170 1,435 3.01% Palo Pinto County 28,962 24,062 25,055 27,026 28,111 1,085 4.01% 28,660 549 1.95% Parker County 33,888 44,609 64,785 88,495 116,927 28,432 32.13% 130,150 13,223 11.31% Rockwall County 7,046 14,528 25,604 43,080 78,337 35,257 81.84% 93,130 14,793 18.88% Somervel l County 2,793 4,154 5,360 6,809 8,490 1,681 24.69% 9,420 930 10.95% Tarrant County 715,587 860,880 1,170,103 1,446,219 1,809,034 362,815 25.09% 1,966,440 157,406 8.70% Wise County 19,687 26,575 34,679 48,793 59,127 10,334 21.18% 62,460 3,333 5.64% Total 2,506,618 3,116,181 4,112,000 5,309,277 6,539,950 1,230,673 23.18% 7,246,350 706,400 10.80%

Dallas is the third largest city in the state of Texas after Houston and San Antonio and the eighth- largest in the . Dallas population grew 5.0 percent from 1,197,816 in 2010 to 2,502,270 in 2017.

Education The Dallas ISD is the 12th largest school district in the nation with a diverse population of more than 160,000 students. Almost 70 different languages are spoken in the homes of our students. Serving these students are more than 19,000 employees, making the Dallas ISD one of the largest employers in the City.

The Dallas/Fort Worth area has numerous universities and colleges. Some of the universities in the area include Southern Methodist University, Texas Christian University, the University of North Texas, the University of Texas at Dallas, Dallas Baptist University, and the University of Texas Health Science Center at Dallas. Tarrant County College Northwest Campus is located one mile northeast of Lake Worth on IH Loop 820.

Medical Care The Dallas metro area has approximately 37 hospitals with over 8,200 beds. Some of the major area hospitals include Baylor University Medical Center, UT Southwestern University Medical

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Center and Presbyterian Hospital of Dallas. The Fort Worth-Arlington metro area has approximately 20 hospitals with over 3,600 beds.

Cultural Arts The Metroplex offers virtually any kind of cultural entertainment. Symphony, opera, jazz, ballet, art galleries, dramatic and musical theater, museums of art and science, planetarium, Omni Theatre and much more are available at places such as the Kimbell Art Museum, Morton H. Meyerson Symphony Center, the Museum of Modern Art, the Amon Carter Museum of Western Art, the Museum of Science and History, and the Omni Theater.

Recreation Many factors contribute to an excellent quality of life in the Dallas/Fort Worth areas, including a wide range of affordable single and multi-family housing options, extensive medical facilities, public and private colleges and universities, numerous recreational facilities, and spectator sports.

Dallas/Fort Worth is the home of several professional major league sports teams: the Dallas Cowboys (football); (baseball); (basketball); the Dallas Sidekicks (soccer); and the (ice hockey). The new American Airlines Arena houses the Dallas Mavericks and Dallas Stars.

Recreational facilities in the area include Fort Worth Stockyards, and the Texas Motor Speedway. The Fort Worth Stockyards are home to weekly rodeos, the historic Livestock Exchange Building, Stockyards Station and the Stockyards Museum. Western spots in the Stockyards include Billy Bob's Texas and White Elephant Saloon. The Texas Motor Speedway, America’s second-largest sporting facility, offers both professional NASCAR Winston Cup and Indy-style racing on a 1.5-mile oval track.

Located two miles north of the Dallas/Fort Worth International Airport and equidistant between Dallas and Fort Worth, Grapevine Mills is the first super-regional, value-oriented megamall in

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Texas and the Southwest. The 1.5 million-square-foot mall is also one of the largest shopping centers in Texas and offers a variety of retail stores, manufacturers’ outlets, department stores, off-price retailers, and dining and entertainment venues.

Arlington is the entertainment capital of Texas, home of Six Flags Over Texas amusement park and Hurricane Harbor water park, the Parks at Arlington Mall, the Texas Rangers for 11 seasons, and now the new $650 million Dallas Cowboys Stadium Complex.

ECONOMIC FORCES Employment

Dallas/Fort Worth MSA Employment by Sector December 2013 December 2014 December 2015 December 2016 December 2017 Employ- % of Employ- % of Employ- % of Employ- % of Employ- % of Employment Sector ment T otal ment T otal ment T otal ment T otal ment T otal Change Mining, Logging, Construction 176,300 4.9% 195,200 5.4% 200,800 5.6% 205,000 5.7% 209,400 5.8% 4,400 Manufacturing 257,400 7.2% 256,400 7.1% 260,400 7.2% 260,900 7.3% 274,900 7.6% 14,000 Trade, Transportion & Utilities 665,300 18.5% 694,100 19.3% 758,900 21.1% 789,500 21.9% 789,700 22.0% 200 Information 80,300 2.2% 79,700 2.2% 80,600 2.2% 82,300 2.3% 82,400 2.3% 100 Financial Activities 251,500 7.0% 261,500 7.3% 283,000 7.9% 295,500 8.2% 293,600 8.2% -1,900 Prof essi onal & Bus. Servi ces 493,000 13.7% 533,800 14.8% 575,600 16.0% 598,400 16.6% 624,000 17.3% 25,600 Educati on & Heal th Servi ces 387,500 10.8% 402,300 11.2% 423,500 11.8% 439,600 12.2% 448,100 12.5% 8,500 Leisure & Hospitality 316,800 8.8% 329,500 9.2% 361,400 10.0% 373,400 10.4% 389,500 10.8% 16,100 Other Servi ces 112,900 3.1% 114,000 3.2% 118,300 3.3% 120,200 3.3% 130,100 3.6% 9,900 Government 401,500 11.2% 412,900 11.5% 421,100 11.7% 432,300 12.0% 445,700 12.4% 13,400 T otal 3,142,500 100% 3,279,400 100% 3,483,600 100% 3,597,100 100% 3,687,400 100% 90,300 Source: Texas Workforce Commission

The Dallas/Fort Worth area gained 67,100 jobs during 2013, 136,900 jobs in 2014, 98,900 jobs in 2015, 113,500 jobs in 2016 and 90,300 jobs in 2017.

Unemployment Rates Date 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 D/FW 3.52% 4.64% 6.47% 6.60% 5.75% 5.21% 4.75% 4.25% 4.89% 7.79% 8.08% 7.56% 6.58% 6.07% 5.02% 4.07% 3.85% 3.16% Texas 4.29% 4.95% 6.35% 6.68% 5.95% 5.40% 4.89% 4.29% 4.80% 7.57% 8.15% 7.75% 6.72% 6.23% 5.10% 4.45% 4.61% 4.38% U.S. 4.00% 4.80% 5.80% 6.00% 5.60% 5.20% 4.70% 4.70% 5.80% 9.70% 9.10% 8.30% 8.08% 7.37% 6.17% 5.26% 4.85% 4.39% Source - Texas L abor M arket Revi ew and Bureau of L abor Stati sti cs. Rates as of December of i ndi cated year.

The top employers in the Dallas and Fort Worth area are summarized in the following chart.

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Top Employers in D/FW M etroplex 2015 # of Employer Employees Wal -M art Stores, I nc. 25,534 American Airlines Group 25,000 Dal l as I .S.D. 20,000 Texas Heal th Resources 19,131 Bayl or Scott & Whi te Heal th 16,860 L ockheed M arti n 13,690 Fort Worth I.S.D. 12,000

The Dallas/Fort Worth Metroplex is the sixth-ranked metropolitan area in the nation that Fortune 500 companies call home. Twenty of the Fortune 500 that currently have headquarters in DFW are listed as follows.

DFW M etroplex Fortune 500 Companies 2015 Rank Company City 2 Exxon Mobil Irving 12 AT&T Dal l as 53 Energy Transfer Equity Dal l as 70 American Airlines Group Forth Worth 136 Fluor Irving 140 Kimberly-Clark Irving 150 Holly Frontier Dal l as 161 Southwest Airlines Dal l as 170 Tenet Heal thcare Dal l as 233 Texas I nstruments Dal l as 250 JC Penney Pl ano 306 Dean Foods Dal l as 311 GameStop Grapevi ne 354 DR Horton Forth Worth 388 Commerci al M etal s Irving 395 Cel anese Irving 433 Trinity Industries Dal l as 437 Dr Pepper Snapple Group Pl ano 494 A l l i ance Data Systems Pl ano 496 Pi oneer Natural Resources Irving

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In May 2014, Toyota announced that it was moving its U.S. headquarters to Plano, leaving its current headquarters in Torrance, California. The three-year move will include more than 4,000 jobs being relocated to North Texas. The project is nearing completion.

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Humphries & Associates II - 15 Regional Analysis, continued

Housing Structural drivers are strong for D/FW’s single-family home market. A total of 72,270 homes in Dallas and 41,000 homes in Fort Worth sold in 2016. The annual performance is on par with elevated home sales in the metro over the past two year. However, sustaining that momentum could be difficult, given that inventory levels are extremely low. Such a shortage of available homes has pushed up median sales prices significantly in recent years, especially around major employment hubs. Still, single-family homes remain as or more affordable than apartments, assuming a would-be buyer is able to cover the down payment and qualify for a home loan.

GOVERNMENTAL FORCES Dallas and Fort Worth serve as the respective county seats of government for Dallas and Tarrant Counties. Both cities have a council-manager form of government. The Dallas/Fort Worth area offers an attractive tax structure for most residents and businesses. There is no state income tax in Texas. Government and public service funds are provided primarily from personal and property taxes and sales tax. In Texas, real and personal property taxes are levied by cities, school districts, counties, and special purpose districts.

Conclusion North Texas will swell by more than 4 million people by the year 2030. The growth is expected to outpace gains by most large cities in the country and elevate the region's political and economic stature, according to Texas A&M University demographer Steve Murdock. Tarrant County will lead the region's population growth by adding 800,000 residents, according to the report, and Dallas County will continue to be the employment epicenter, adding more than 350,000 jobs.

Humphries & Associates II - 16 NEIGHBORHOOD TRENDS

The Subject neighborhood is known as the Fair Park Area, an area of Dallas located to the east of the Dallas Central Business District and south of R. L. Thornton Freeway (IH-30). The property being appraised is located on the east corner of Metropolitan Avenue and Havana Street. It also has frontage along the northwest side of McDermott Avenue and the southwest side of Meyers Street. The Subject neighborhood is considered to be the area generally bound by IH-30 on the north, Union Pacific railroad tracks on the east, S. M. Wright Freeway (U.S. 175) on the south and S. Julius Schepps Freeway (IH-45) on the west. The neighborhood is a mix of residential, retail, commercial and industrial development in Central Dallas County.

Access and Thoroughfares Primary access to the neighborhood is provided by IH-30, IH-45, and US-175, all major highways through the area that intersect near the southeastern edge of the Dallas CBD. IH-30 is a major east/west linkage through the D/FW Metroplex providing access west through Fort Worth and east through suburban cities such as Mesquite and Rockwall. IH-45 provides access south while US-175 provides access to the southeast. A notable feature of the neighborhood is that most of the streets within the neighborhood are laid out in a northeast/southwest and northwest/southeast direction. Access to the area is provided by the following major thoroughfares.

Street Lanes Direction of Travel Al Lipscolm Way 4 Lanes Northeast/Southwest Martin Luther King, Jr. Boulevard 4 Lanes w/center turn Northeast/Southwest Elsie Faye Heggins Street 6 Lanes divided Northeast/Southwest Haskell Avenue 4 Lanes East/West Robert B. Cullum/Scyene 6 Lanes divided Southeast/Northwest 2nd Avenue 4 Lanes Southeast/Northwest Malcom X Boulevard 4 Lanes Southeast/Northwest

Overall access to and within the Subject Neighborhood is considered good, S. Fitzhugh Avenue intersects with IH-30 approximately 0.25 mile to the northwest of the Subject. It also intersects with Haskell Avenue approximately 0.50 mile to the southeast.

Humphries & Associates III-1 D-46-U/16-3867 Neighborhood Trends, continued

Development Trends The Subject neighborhood is approximately 95% built up with primarily single-family residential uses. Apartments are also scattered throughout the area and commercial, retail uses are located along some of the major thoroughfares and at major intersections. A few industrial uses are situated in the northeast portion of the Neighborhood and Fair Park is situated in the north central portion of the Neighborhood.

Most single-family houses within the neighborhood were constructed in the 1920’s and 1930’s with values typically ranging between $40,000 and $120,000. The condition of housing within the neighborhood typically ranges from average to poor. Over the past 5 years the neighborhood has seen some redevelopment of new single-family residential homes. Most of the commercial/retail uses within the neighborhood were constructed in the 1950’s and 1960’s although some newer commercial/retail type uses do exist in the northern portion of the neighborhood near Fair Park.

The most notable use in within the neighborhood is Fair Park, Dallas’ largest cultural center. Established in 1880, the park contains 277 acres and is home to eight museums, an IMAX theater, a planetarium, The Dallas Aquarium, the and a 20,000-seat outdoor amphitheater. The park’s expansive exhibit halls, constructed for the 1936 Texas Centennial Celebration, represent the largest collection of Art Deco buildings in the United States. Fair Park hosts over 100 special events and festivals each year including the , which runs for three weeks each fall.

Just over six years after construction commenced the 28-mile, 20-station, $1.8 billion Green Line was completed on December 6, 2010. The line consists of 24 miles of track and 15 stations creating new light rail connections for Dallas Area Rapid Transit (DART) customers from Pleasant Grove in the southeast to Farmers Branch and Carrollton in the northwest.

The first section of the Green Line opened September 2009 and connects Pearl Station on the east side of Downtown Dallas to MLK, Jr. Station on the west side of Fair Park. The Green Line

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changes everything for our customers, DART President/Executive Director Gary Thomas said. Customers living in Pleasant Grove now have seamless access to jobs at Baylor, Downtown, the Market District, UT Southwestern/Parkland, Love Field and Farmers Branch and Carrollton. Business owners all along the corridor can connect with new customers and new pools of prospective employees."

Demographics STDBonline publishes a report with demographic data by location based on the 2010 census and ESRI forecasts. Selected demographic data for this area is shown as follows.

2018 Demographic Data Item 1 Mile 3 Mile 5 Mile 2010 Population 11,412 79,451 314,069 2018 Population 12,510 93,645 372,191 Projected 2023 Population 13,215 104,971 411,937 Annual Growth Rate 2018-2023 1.10% 2.31% 2.05% 2018 Households 4,979 39,091 149,649 2018 Average Household Size 2.47 2.33 2.40 2018 Median Household Income $21,158 $42,446 $51,144 2018 Average Household Income $32,174 $65,566 $83,969 2018 Per Capita Income $13,676 $28,604 $35,156 2018 Housing Units 6,450 45,994 170,869 2018 Owner Housing Units 23.4% 21.0% 30.4% 2018 Renter Occupied Housing Units 53.8% 64.0% 57.2% 2018 Vacant Housing Units 22.8% 15.0% 12.4% Projected 2023 Housing Units 6,724 51,511 188,142 2018 Median Home Value $55,351 $120,270 $203,565

Conclusions The Subject neighborhood is a mature area that lies to the southeast of the Dallas Central Business District. Although the area benefits from its proximity to employment centers in and near the Dallas Central Business District as well as the excellent access provided by the numerous highways in the area, neighborhood incomes are relatively low. The neighborhood is considered to be in the beginning stage of redevelopment and the DART light rail line has a positive impact.

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Humphries & Associates III-4 D-46-U/16-3867 Neighborhood Trends, continued

Humphries & Associates III-5 D-46-U/16-3867 SUBJECT PROPERTY

The Subject Property consists of a ± 28,581-SF school complex situated on ± 1.7766 acres (77,387- SF) of land. The school is locally known as 2908 Metropolitan Avenue, Dallas, Dallas County, Texas. A brief legal description of the Subject is stated below:

Being Lots 1-7 & 12-18, City Block 6/1965, Havana Myers Metro & McDermott Addition, City of Dallas, Dallas County, Texas.

Site Description

Size/Shape/Topography

According to Orlando Alameda (D.I.S.D. Director of Real Property Management), the overall Subject Property contains 77,387-SF of land. The overall site is located on the east corner of Metropolitan Avenue and Havana Street. It also has frontage along the southwest side of Meyers Street. The overall tract is rectangular in shape with a level to sloping topography situated at street grade. The land areas were taken from the information supplied to the appraisers by the current owners and the plat obtained from the Dallas Central Appraisal District Records.

Location/Frontage/Access/Visibility The overall site is located on the east corner of Metropolitan Avenue and Havana Street. It also has frontage along the northwest side of McDermott Avenue and the southwest side of Meyers Street. The tract has approximately 221.91' of frontage along the southeast side of Metropolitan Avenue, approximately 348.74’ on the northeast side of Havana Street, and approximately 348.72’ along the southwest side of Meyers Street. Metropolitan Avenue, Havana Street, McDermott Street, and Meyers Street are all two-lane, undivided, secondary roadways that provide access to the residential homes located around the Subject site. Access and visibility to the site are considered average.

Humphries & Associates IV - 1 D-46-U/18-3867 Subject Property, continued

Flood Plain According to Federal Emergency Management Agency Map Panel 48113C0345J, dated August 23, 2001, the Subject Property is located in Zone X of the FIRM map. FEMA defines Zone X as: “Area of minimal flood hazard usually depicted on FIRMs as above the 500‐year flood level. Zone X is the area determined to be outside the 500‐year flood and protected by levee from 100‐year flood.” The Subject is not considered to be negatively affected by flood plain.

Utilities All utilities including electricity, water, sewer, and gas are reported to be available to the site.

Easements/Restrictions According to the visual inspection of the Subject Property by the appraisers, it was noted that there were typical building setbacks, drainage easements, fire lane easements and utility easements located on the site.

The appraisers were not made aware of any easements or private (deed) restrictions that would be detrimental to each site. However, only a detailed title search would provide information on all possible easements and restrictions. A current title search as of the date of our appraisal was not provided.

This appraisal assumes that there are no easements or restrictions negatively affecting either property.

Zoning The Subject Property is currently zoned PD-595//Fair Park Special Purpose District, with an underlying classification of R-5(A) single-family residential. This classification creates a single-family dwelling district which is appropriate in area requirements of moderate value single- family housing development and which, at the same time, provides a reasonable standard of light, air, and similar living amenities. It is intended that the R-5(A) classification be added by amendment in specific areas where higher density single-family residence development in shown to be

Humphries & Associates IV - 2 D-46-U/18-3867 Subject Property, continued

appropriate because of existing development and the adequacy of utilities and where redevelopment of substandard areas at increased single-family density is appropriate.

The improvements also are regulated by Historic Overlay District No. 61. That a person shall not alter the Property, or any portion of the exterior of a structure on the Property, or place, construct, maintain, expand, or remove any structure on the Property without first obtaining a certificate of appropriateness in accordance with the Dallas Development Code, as amended, and this ordinance. All alterations to the Property must comply with the preservation criteria made part of this ordinance. See the addendum of this report for a copy of the full ordinance.

Lot Requirements – R-5(A)/Single-Family Residential Minimum Lot Area: 5,000-SF Maximum Floor-Area-Ratio: None Maximum Dwelling Density: None Setback-Font: 20’ Setback-Rear: 5’; 10’ for other permitted structures Setback-Side: 5’; 10’ for other permitted structures Maximum Height: 30’ Maximum Lot Coverage: 45% for residential structures; 25% for nonresidential Parking: 2 spaces per dwelling

For our analysis, the Subject is considered to be a conforming use based upon existing zoning restrictions.

Surrounding Uses The Subject Property is surrounded on all sides by residential streets and single-family residential development.

Improvement Description

The Subject Property is improved with a two-building elementary school complex that totals approximately 28,581-SF. According to the Dallas Central Appraisal District these buildings were constructed in 1929, and are considered to be in poor condition. The Subject has not been operated as a school for the D.I.S.D. since 2010 and has been severely vandalized. Most of the copper electrical wiring and plumbing has been stripped from the buildings, the cooling towner equipment is missing,

Humphries & Associates IV - 3 D-46-U/18-3867 Subject Property, continued

most of the window glass is broken-out, the ceilings are missing substantial amounts of ceiling tiles, and the restrooms have had most of the fixtures broken. The site is concrete paved with a land-to- building ratio of 2.71:1 (based on lot size of 77,387-SF). The following construction summary is based upon a physical inspection of the Subject and is assumed to be accurate and/or represent similar utility. The appraisers were not able to inspect the gym building (Building C on the floor plan) because the doors are screwed shut. The owner and the client did not supply the appraisers with any construction plans. Foundation Reinforced concrete slab with perimeter grade beam and piers.

Frame Concrete & steel-framed with brick veneer exteriors.

Roof Built-up over steel deck and steel trusses. The roof has downspouts for drainage and two skylights.

Exterior Walls Brick veneer with decorative cast-stone accents exteriors with metal doors.

Interior Finish-out Typical finish is wooden & metal studs, sheetrock that is taped, bedded, textured and painted.

Interior Floors The interior floors are a combination of vinyl and ceramic tile, and carpet.

Interior Walls Standard gypsum board, taped, bedded, painted, metal stud framing.

Ceilings The building has suspended grid with lay-in acoustical ceiling tiles with recessed fluorescent lighting.

Plumbing Assumed to be complete plumbing system in accordance with city codes. Restrooms on each level of the building.

Electrical Assumed to be complete electrical system in accordance with city codes.

HVAC Roof mounted HVAC system with ground mounted cooling tower.

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Elevators One passenger elevator to the second-floor classrooms and auditorium.

Fire Protection The building is sprinklered for fire protection; fire extinguishers and smoke alarms were noted.

Parking The drives and parking areas are concrete paved. The appraisers could not determine the exact number of marked parking spaces because the stripping has faded; however, it is assumed that the number meets building code.

Site Improvements The building has exterior lighting, landscaped areas, chain-link fencing, pole lights, and concrete driveway/parking areas.

Lease Data The improvements were operated as the Phillis Wheatley Elementary School by the D.I.S.D. until 2010 when the school was closed.

Personal Property/FF&E Personal property for the school such as office equipment, furniture, classroom equipment, and playground equipment, etc., are not considered in the ‘As Is” valuation of the real property.

Deferred Maintenance/Conditions/Effective Age According to the Dallas Central Appraisal District the Subject school buildings were constructed in 1929. According to the owner’s representative, the buildings have been severely vandalized since the improvements were shuttered in 2010. The actual age of the improvements is 90-years. The appraisers estimated the effective age of the Subject Property to be 49.5 years with a remaining economic life of 5 years. In estimating the effective age, the appraisers have considered any physical deterioration, functional obsolescence, and/or external obsolescence present on the effective date. This also considers that during the life of the building, the lease space has been updated and remolded during its life. The effective age only reflects physical deterioration. The estimated effective age primarily represents influence of the condition of long-lived incurable items, such as the foundation, framing and other structural components.

Humphries & Associates IV - 5 D-46-U/18-3867 Subject Property, continued

Environmental A Phase I Environmental Assessment Report was not provided to the appraiser. The appraiser has not made a soil test or test of underground water. The appraiser is not qualified to detect such substances, and therefore, the extent of any toxic waste remaining on the property, if any, is not known. In the absence of specific information to the contrary, we have estimated the value of the property as if “clean” and uncontaminated. The value estimate does not take into account any negative or positive factors caused by existing or forthcoming EPA or other regulations. This appraisal assumes that the Property is not negatively affected by environmental hazards or conditions.

American’s with Disabilities Act (ADA) As the appraisers are not qualified to detect compliance issues, we have not made a specific compliance survey and analysis of the Subject to see if it conforms to the American’s with Disabilities Act (see Assumptions & Limiting Conditions No. 16). Based upon the inspection, the Property is assumed to be ADA compliant.

Conclusions The Subject Property is a public-school complex situated on a ±1.7766-acre tract of 1and located on east corner of Metropolitan Avenue and Havana Street. It also has frontage along the southwest side of Meyers Street. The complex consists of a two-story school building containing a total of approximately 28,581-SF. The property's location offers average access and visibility. According to the Dallas Central Appraisal District he Subject school has been located at this site since about 1929.

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TAX EXHIBIT

The Subject Property is subject to taxes by the City of Dallas, Dallas Independent School District (ISD), Dallas County, Dallas County Community College and Parkland Hospital Districts. In Texas, all real estate is assessed at 100% of appraised value. Property values are set by central appraisal districts for all taxing authorities within that district.

The Subject is assessed under single account containing a total of 121,000 square feet of land area. The improvements are listed as 28,799-SF. The 2018 assessments are summarized as follows.

2018 2018 Total 2018 Y ear of L and Si ze A ssessment I mprovement A ssessment Proposed Address Account # Construction SF* L and Si ze SF* I mp. A ssessment 2908 Metropolitan Avenue 00000189508000000 1929 121,000 $ 60,500 28,799 $ 612,840 $ 673,340 Total s 121,000 $ 60,500 28,799 $ 612,840 $ 673,340 Per SF of Land or Bldg. $ 0.50 $ 21.28 $ 23.38 * Based on Dal l as Central A pprai sal Di stri ct's l and and i mprovement areas.

The Subject Property is a public school and is tax-exempt.

Humphries & Associates IV - 7 D-46-U/18-3867

SUBJECT LOOKING SOUTHWEST FROM METROPOLITAN AVE.

SUBJECT LOOKING SOUTHWEST FROM MEYERS STREET

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SOUTHWEST SIDE OF SUBJECT

REAR VIEW OF SUBJECT BUILDINGS LOOKING NORTHWEST

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SOUTHEAST CORNER OF SUBJECT SITE LOOKING NORTHWEST

DETACHED GYM BUILDING

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TYPICAL 1ST FLOOR INTERIOR VIEW

TYPICAL 1ST FLOOR CLASSROOM

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2ND FLOOR AUDITORIUM AND STAGE AREA

TYPICAL 2ND FLOOR INTERIOR VIEW

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SUBJECT HAS ONE ELEVATOR

VIEW OF SOUTHERN PORTION OF SUBJECT SITE

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VIEW LOOKING SOUTHWEST ALONG METROPOLITAN AVE.-SUBJECT TO LEFT

VIEW LOOKING SOUTHEAST ALONG MEYERS ST.-SUBJECT TO RIGHT

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PLAT MAP

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ZONING MAP

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AERIAL MAP

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FLOOD PLAIN MAP

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SITE PLAN

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1ST FLOOR PLAN

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2ND FLOOR PLAN

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ROOF PLAN

Humphries & Associates IV - 22 D-46-U/18-3867 HIGHEST AND BEST USE

The term "Highest and Best Use" is an economic concept that provides the basis for Market Val- ue analysis. It is essential that the Highest and Best Use conclusions relate to the motivations in the marketplace for the subject property. Highest and Best Use is defined as:

"the reasonably probable and legal use of vacant land or an improved property, which is physically possible, appropriately supported, financially feasible, and that results in the highest value."

The following tests must be applied in determining the Highest and Best Use of a property:

The use must be probable; that is, it must be likely and not based on surmise. The use must be legal. The demand for such use must exist. The use must provide the highest return to the land and to the property as a whole.

In estimating the Highest and Best Use of both the land as if vacant and the property as im- proved, the following criteria must be met:

Physically Possible Use - Analysis of the physically possible uses for the subject site.

Legally Permissible Use - Determination of such uses that are legally permitted for the subject site.

Financially Feasible Use - Determination of a physically possible and legally permissible use that would provide a positive return to the subject site.

Maximally Productive Use - Determination of which financially feasible use would pro- vide the highest return to the subject site.

The Highest and Best Use of the land as if vacant is not always the Highest and Best Use of the property as improved. The existing use will continue, however, until the land value in its High- est and Best Use as vacant exceeds the value of the existing use and the cost of its removal. Therefore, the Highest and Best Use analysis considers the property under two primary scenari- os: 1) the Highest and Best Use of the land as if vacant; and 2) Highest and Best Use of the prop- erty as improved.

Humphries & Associates V - 1 D-46-U/18-3867 Highest and Best Use, continued

These two scenarios are correlated into one final estimate of Highest and Best Use. This final estimate will govern the valuation of the subject property.

Highest and Best Use of the Land as if Vacant The first stage of the Highest and Best Use analysis assumes the land is vacant. The four criteria in determining the Highest and Best Use of vacant land are discussed separately.

Physically Possible Use Size, shape, area, topography, soil composition, and availability of utilities affect uses to which land can be developed. The subject tract is physically located along the east corner of Metropoli- tan Avenue and Havana Street in the City of Dallas, Dallas County, Texas. It also has frontage along the northwest side of McDermott Avenue and the southwest side of Meyers Street. The common street address of the subject property is 2908 Metropolitan Avenue. The tract is rectan- gular in shape and comprises a total land area of 1.7766 acres, or 77,387-SF. The site is im- proved with one & two-story elementary school buildings that have a total area 28,581-SF, and were constructed in 1929. The appraised land parcels have complete utilities available and are not located within a designated 100-year flood plain. Based on this analysis, the subject parcels are considered functionally adequate for most uses relative in size.

Legally Permissible Use Legal restrictions pertaining to the subject land are limited primarily to zoning. Only common restrictions (utility easements, building setback requirements, etc.) exist which are the public re- strictions affecting the use of the Subject Properties. These restrictions include the allowable land uses and development restrictions of the City of Dallas. The Subject Property is zoned PD- 595/South Dallas/Fair Park Special Purpose District, with an underlying classification of R-5(A) single-family residential. This classification creates a single-family dwelling district which is ap- propriate in area requirements of moderate value single-family housing development and which, at the same time, provides a reasonable standard of light, air, and similar living amenities. It is intended that the R-5(A) classification be added by amendment in specific areas where higher density single-family residence development in shown to be appropriate because of existing de-

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velopment and the adequacy of utilities and where redevelopment of substandard areas at in- creased single-family density is appropriate.

The improvements also are controlled by Historic Overlay District No. 61. That a person shall not alter the Property, or any portion of the exterior of a structure on the Property, or place, con- struct, maintain, expand, or remove any structure on the Property without first obtaining a certif- icate of appropriateness in accordance with the Dallas Development Code, as amended, and this ordinance. All alterations to the Property must comply with the preservation criteria made part of this ordinance. See the addendum of this report for a copy of the full ordinance.

The development restrictions in the zoning district are detailed in the Subject Property section of this report. Based upon the legally permissible uses and development requirements, the property could be developed with a public school, church, or single-family residential development in accordance with the zoning regulations described above.

Financially Feasible and Maximally Productive Use The third factor that must be determined is what the feasible uses of the subject site are. Once the legally permissible and physically possible uses of the site have been identified, the appraiser must determine which of these uses are feasible. The greatest influence on possible development of the subject site assuming it to be unimproved, is its zoning, location within a commercial cor- ridor and the neighboring uses. The principle of conformity suggests that a conforming use will produce the maximum return for an owner. The subject's visibility and access are conducive to residential uses. The neighborhood description section of this report reviewed the activity within the area and some type of public school, church, or single-family residential development is most likely.

Correlation of Highest and Best Use “As Vacant” The preceding analysis concluded that the Highest and Best Use of the land as if vacant is for the construction of a public school, church, or single-family residential project. This concluded

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Highest and Best Use estimate will govern the Valuation and Analysis section of this Appraisal Report.

Correlation of Highest and Best Use “As Improved” The tract is improved with elementary school buildings that were utilized by the Dallas Inde- pendent School District (D.I.S.D.) for Phillis Wheatley Elementary School; however, they have been shuttered since 2010 and have been severely vandalized. According to the Dallas Central Appraisal District these buildings were originally constructed in 1929. According to Orlando Alameda (DISD Real Estate Officer), these elementary school building have a total area of 28,581-SF. Because the City of Dallas has identified the improvements as historical, the im- provements cannot be demolished and the exteriors of the buildings have to remain as construct- ed. The improvements add some value beyond land value; therefore, the current improvements represent the “As Improved” Highest and Best Use of the Subject site.

Humphries & Associates V - 4 D-46-U/18-3867 LAND VALUATION

The valuation estimate for the Subject land tract is based upon the analysis of similar land trans- actions found in the market in which the Subject Property must compete.

These sales are found by a search of the Deed Records or by conversations with Brokers or other real estate professionals. In Texas, there is no "full disclosure" law - we must verify the sales price by conversation with the buyer, seller, or other involved persons.

Major dissimilarities between the sales and the sale price are generally as follows:

TIME - The sales are analyzed to determine the amount of appreciation or decline in land values as time has progressed. Older sales are adjusted accordingly to reflect value levels.

LOCATION - The sales are compared to the Subject Property to isolate any locational dif- ferences. If a sale is considered to be superior in location when compared to the Subject Property, a downward adjustment is made to the sale. The opposite occurs when the sale is considered to be in an inferior location - upward adjustment.

UTILITY - The comparative differences here generally involve size, shape, utilities, flood prone areas, topography, road frontage or other items that affect the use of the sales and the Subject Property.

The market sales are on the following pages.

Humphries & Associates VI - 1 D-46-U/18-3867 SITE SALE 1

Location: 10221 & 10233 Scyene Road, Dallas, Dallas County, Texas.

Grantor: Michael D. Payma, Trustee of the Payma-Khajehnoori Family Trust

Grantee: Tabe Petroleum Corporation

Sale Date: 8/02/2018

Size: 4.9040 Acres, or 213,619-SF

Legal: Lots 5 & 6, City Block 680, Dallas, Dallas County, Texas

Zoning: CR-Community Retail

Recordation: 201800214410

Price: $391,500,000

Equivalent: $1.83/SF

Terms: $67,395 cash to Seller at closing (17.2%); note to Seller for $324,105 with undisclosed terms but considered cash equivalent.

Verified: Broker

Topography: Level

Frontage: 1 Side

Uses: Vacant

Flood Plain: None

Shape: Rectangular

Utilities: All available

Mapsco: D-49-Y

Comments: Located on the north side of Scyene Road to the east of N. Masters Drive. According to the MLS this property was on the market for approximately 258 days before it went under contract to purchase.

Humphries & Associates VI - 2 D-46-U/18-3867

Humphries & Associates VI - 3 D-46-U/18-3867 SITE SALE 2

Location: 700 Cliffview Drive, Dallas, Dallas County, Texas.

Grantor: Land Mark Retail, Inc.

Grantee: CNK, LLC

Sale Date: 3/06/2018

Size: 4.3210 Acres, or 188,223-SF

Net Size: 3.381 Acres, or 147,276-SF

Legal: Lot 2, City Block 7842, Dallas, Dallas County, Texas

Zoning: PD-534 (Subdistrict 2)-C.F. Hawn Special Purpose District No. 2

Recordation: 201800061941

Price: $275,000

Equivalent: $1.87/SF (Net of Flood Plain)

Terms: Cash to Seller

Verified: Broker

Topography: Level

Frontage: 2 Sides

Uses: Vacant land

Flood Plain: Approximately 0.94 Acres

Shape: Irregular

Utilities: All available

Mapsco: D-58-Z

Comments: This tract is located on the southeast corner of Cliffview Drive and C.F. Hawn Freeway (US-175).

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Humphries & Associates VI - 5 D-46-U/18-3867 SITE SALE 3

Location: 4004 Preferred Place, Dallas, Dallas County, Texas

Grantor: The Salvation Army

Grantee: ZPV Corporation

Sale Date: 8/14/2017

Size: 2.950 Acres, or 128,500-SF

Legal: Lot 12.2, City Block 4/6932, Red Bird Center 7th Section Addition, Dallas, Dallas County, Texas

Zoning: MU-2/Mixed Use-2

Recordation: 201700227161

Price: $185,000

Equivalent: $1.44/SF

Terms: Cash to Seller

Verified: Broker

Topography: Level

Frontage: 2 Sides

Uses: Vacant land

Flood Plain: None

Shape: Irregular

Utilities: All available

Mapsco: D-63-W

Comments: This site is located on the north corner of Preferred Place and In- dependence Drive. Accoring to the MLS this site was on the mar- ket for 1,381 days before it went under contract to purchase.

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Humphries & Associates VI - 7 D-46-U/18-3867 SITE SALE 4

Location: 2200 N. Saint Augustine Drive, Dallas, Dallas County, Texas

Grantor: Inglesia Nueva Vision, Inc.

Grantee: Kipp Dallas-Fort Worth, Inc.

Sale Date: 1/08/2016

Size: 4.9961 Acres, or 217,632-SF

Legal: Lot 23, City Block H/6756, Kipp Saint Augustine Addition, Dal- las, Dallas County, Texas

Zoning: PD-939 for charter school use; rezoned from CR & MF-2(A) after purchase

Recordation: 201600007208

Price: $475,000

Equivalent: $2.18/SF

Terms: Cash to Seller

Verified: Broker

Topography: Level

Frontage: 1 Side

Uses: Vacant land

Flood Plain: None

Shape: Irregular

Utilities: All available

Mapsco: D-59-B

Comments: This site was purchased for the construction of a 70,000-SF charter school. It is located on the east side of N. Saint Augustine Drive to the north of Bruton Road. According to the MLS this site was on the market for 263 days before it went under contract to purchase.

Humphries & Associates VI - 8 D-46-U/18-3867

Humphries & Associates VI - 9 D-46-U/18-3867

Humphries & Associates VI - 10 D-46-U/18-3867

Land Valuation, continued

The sales can be summarized as follows:

SITE SALES SUMMARY

Sale No. Sale Date Size (Net SF) Zoning Price/SF

1 08/02/2018 213,619 CR $1.83

2 03/06/2018 147,276 PD-534 $1.87

3 08/14/2017 128,500 MU-2 $1.44

4 01/08/2016 217,632 PD-939 $2.18

Average - 176,757 - $1.83

Subject 77,387 PD-595

The estimate of land value for the Subject Property land site considers it to be vacant and available to be developed to its Highest and Best Use. The market sales indicate prices paid for land tracts near the Subject Property with similar zoning. The price variance in the market sales can be attributed to differences in the factors of market conditions (time), locational characteristics, physical characteristics, etc. The sales comparables and will be adjusted in the following chart.

Humphries & Associates VI - 11 D-46-U/18-3867 Land Valuation, continued

ADJUSTMENT GRID SUBJECT SAL E 1 SAL E 2 SAL E 3 SAL E 4 Sal e Date 8/2/2018 3/6/2018 8/14/2017 1/8/2016 Si ze (Net A cres) 1.7766 4.9040 3.3810 2.9500 4.9961 Si ze (Net SF) 77,387 213,619 147,276 128,500 217,632 EC of Metropolitan Ave. NS of Scyene Road to the SEC of Cliffview Drive & NC of Pref erred Pl ace & ES of N. Sai nt & Havana St.; al so has E of N. M asters Dri ve, C.F. Hawn Freeway (US- Independence Drive, Augustine Drive to the frontage along the SWS Dal l as, TX 175), Dallas, TX Dal l as, TX N of Bruton Road, of M eyers St., Dal l as, TX Dal l as, TX Location Zoning PD-595 CR PD-534 MU-2 PD-939 Shape Rectangul ar Rectangul ar I rregul ar I rregul ar I rregul ar Frontage 3 Sides 1 Side 2 Sides 2 Sides 1 Side Flood Plain None None Approximately 0.94 Acres None None Topography L evel L evel L evel L evel L evel Conditions of Sale A rm's L ength A rm's L ength A rm's L ength A rm's L ength A rm's L ength Property Rights Transferred Fee Si mpl e Fee Si mpl e Fee Si mpl e Fee Si mpl e Fee Si mpl e Terms Cash to Sel l er Cash to Sel l er Cash to Sel l er Cash to Sel l er Pri ce/Net SF $1.83 $1.87 $1.44 $2.18 ADJUSTMENTS Real Property Ri ghts Conveyed 0% 0% 0% 0% Financing Terms 0% 0% 0% 0% Conditions of Sale 0% 0% 0% 0% Market Conditions 0% 0% 0% 0% Total Adjustments 0% 0% 0% 0% A dj usted Cash Pri ce/Net SF $1.83 $1.87 $1.44 $2.18 Location -5% -5% -5% -5% Access/Visibility 10% 5% 5% 10% Si ze 0% 0% 0% 0% Zoning/Restrictions -5% -5% -5% 0% Shape/Topography 0% 0% 0% 0% Utilities/Infrastructure 0% 0% 0% 0% Flood Plain 0% 0% 0% 0% Easements 0% 0% 0% 0% Total Adjustments 0% -5% -5% 5% Adj usted Pr ice/Net SF $1.83 $1.78 $1.37 $2.29

Humphries & Associates VI - 12 D-46-U/18-3867 Land Valuation, continued

Following is a narrative discussion of the comparable sales as they relate to the primary building site in the preceding adjustment grid.

Financing Terms

Sales are evaluated in an attempt to estimate the influence of financing on the purchase price. Any known positive or negative influences in the sales price have been adjusted for to arrive at a cash equivalent sales price.

Property Rights Conveyed

All of the comparable transactions convey or propose to convey fee simple rights; therefore, no adjustment is required for the property rights conveyed.

Conditions of Sale

Adjustments for conditions of sale usually reflect the motivations of the buyer and the seller. The sales did not require any conditions of sale adjustments.

Market Conditions (Time)

Market conditions may change between the time of sale of a comparable property and the date of the appraisal of the Subject. Under such circumstances, the price of the comparable property would be different at the later time (the date of the appraisal), and an adjustment would have to be made to the actual transaction price. Changed market conditions often result from various causes such as inflation, deflation, changing demand, and changing supply. The comparable sales are the most recent, verifiable land sales available in the market area. These sales are located in areas that demonstrated minimal fluctuations in value in either direction the past few years, and as a result are felt to represent current market conditions. Therefore, we have made no adjustments for Market Conditions.

Location

The Subject site is located along the east corner of Metropolitan Avenue and Havana Street. It also has frontage along the southwest side of Meyers Street. Metropolitan Avenue, Havana Street, and Meyers Street are all two-lane, undivided, secondary roadways that provide access to the residential homes located around the Subject site.

Sale 1 is located along the north side of Scyene Road to the east of N. Masters Drive in the City of Dallas, Dallas County, Texas. Scyene Road is a primary east/west roadway in a mostly single- family residential neighborhood with supporting commercial uses. This site is considered to have superior location factors when compared to the Subject’s location. A downward location adjustment is required.

Humphries & Associates VI - 13 D-46-U/18-3867 Land Valuation, continued

Sale 2 is located along the southeast corner of Cliffview Drive and C.F. Hawn Freeway (US-175) in the City of Dallas, Dallas County, Texas. C.F. Hawn Freeway is a primary roadway the provides access to the Dallas Central Busines District from the southeast Dallas County area. This site is would be considered to have superior location factors when compared to the Subject. A downward location adjustment is required.

Sale 3 is located along the north corner of Preferred Place and Independence Drive in the City of Dallas, Dallas County, Texas. Both of these streets are secondary roadways that provide access to an area that has mostly commercial uses; however, this site abuts a residential development. This site is would be considered to have superior location factors when compared to the Subject. A downward location adjustment is required.

Sale 4 is located along the east side of N. Augustine Drive to the north of Bruton Road in the City of Dallas, Dallas County, Texas. N. Saint Augustine Drive is a primary north/south roadway in a mostly residential area with supporing commercial uses. This site would be considered to have superior location factors when compared to the Subject. A downward location adjustment is required.

Access/Visibility/Frontage

The Subject site has frontage along three secondary roadways. Sales 1, 2, 3, and 4 all have either one or two roadway frontages, which would be considered inferior to the Subject Property four roadway frontages. Sales 1, 2, 3, and 4 have been adjusted upward accordingly.

Size

Typically, larger tracts of land sell for less per acre or square foot than smaller tracts. Longer holding and development periods, larger cash requirements, and the restricted number of investors wanting larger tracts accounts for this difference. The Subject site contains 1.7766 acres, or 77,387- SF. Sales 1, 2, 3, and 4 contain 4.9040 acres (213,619-SF), 3.3810 net acres (147,276-SF), 2.950 acres (128,500-SF), and 4.9961 acres (217,632-SF), respectively. Paired sales analysis did not indicate a need to make a size adjustment to any of the sales comparables.

Topography

The topography of the Subject and all of the sales comparables is similar. No adustments for topography are required.

Zoning

Differences in zoning and land use affect land values in that a more intensive use returns more profit to the land. The Subject Property has an underlying zoning that allows for a less dense development than the comparables. Sales 1, 2, 3, and 4 have commercial zonings that would allow for a more dense development that the Subject site zoning. However, Sale 4 was downzoned to allow for the

Humphries & Associates VI - 14 D-46-U/18-3867 Land Valuation, continued

development of a charter school similar to the highest and best use as the Subject. Sales 1, 2 and 3 will be adjusted downward for zoning. Sale 4 does not require any adjustment for zoning.

Shape/Utility

The Subject Property and all of the sales have similar shape/utility when compared to the Subject site and do not require any adjustments.

Utilities/Infrastructure

The Subject Property and all of the sales have access to all utilities like the Subject Property and adjustments are not necessary.

Flood Plain

The Subject Property and the sales are either not affected by any flood plain, or have had the flood plain netted out of the total land area; therefore, no adjustments are necessary.

Conclusion

The adjusted comparables range from $1.37/SF to $2.29/SF with an average of $1.83/SF and a median of $1.83/SF. All of the adjusted sales are considered good indicators of value and will receive equal emphasis indicating the middle of the adjusted range. For our analysis, a value range of $1.80/SF to $2.20/SF will be applied to the Subject.

Site Value Estimate Net Land Area/SF Value PSF Indicated Value 77,387 x $1.80 = $139,297 77,387 x $2.20 = $170,251

Estimated Market Value of 77,387-SF Site, Say $150,000

Humphries & Associates VI - 15 D-46-U/18-3867 VALUE INDICATED BY COST APPROACH

The Cost Approach is based upon the principle of substitution, which affirms that no prudent investor would pay more for a property than the cost to acquire the land and construct improvements of equal desirability and utility without undue delay. Because cost and market value are closely related when properties are new, the Cost Approach is a good indication of market value for new or relatively new properties. When improvements are older or do not represent the Highest and Best Use of the land as though vacant, the accuracy of the Cost Approach is limited due to the difficulty of estimating accrued depreciation.

The procedure involved in deriving a value estimate by the Cost Approach is shown below.

1. Estimate the value of the Subject Property as though vacant and available to be developed to its highest and best use.

2. Estimate the replacement cost of the improvements (the cost of construction of improvements having equal utility to the Subject Improvements).

3. Estimate the accrued depreciation in the improvements (physical deterioration, functional obsolescence, and external obsolescence) and deduct estimated depreciation from the replacement cost of the improvements.

4. Add the depreciated replacement cost of the improvements to land value. This total is the value estimate by the Cost Approach.

Current construction costs (including material costs, labor costs, equipment costs, indirect costs, etc.) for all types of buildings are maintained in our files. In addition to this basic data, we have access to the Marshall Valuation Service Manual. Marshall & Swift has access to accurate costs on more than 280 building occupancies, including all classes, sizes, shapes and quality levels, and extensive coverage of component costs.

The Marshall Valuation Service cost range used as a basis for our analysis adheres to the following guidelines.

Humphries & Associates VII - 1 D-46-U/18-3867 Value Indicated by Cost Approach, continued

What is Included

- Normal interest on building funds during the period of construction and processing fee or service charge is included.

- Sales taxes on materials are included.

- Normal site preparation including excavation for foundation and backfill.

- Utilities from structure to lot line figured for typical setback.

- Contractor's overhead and profit including job supervision, workman's compensation, fire and liability insurance, unemployment insurance, etc., are included.

- Actual costs used are final costs to the developer which contain architect's and engineer's fees. These in turn include plans, plan checks, surveys and building permits.

For our analysis, these soft cost items are separated out and shown as individual line items.

What is Not Included

- Cost of buying or assemblage of land; demolition; off-site costs, any other cost of doing business not directly attributable to the basic structure.

- Unusual or extraordinary land improvement costs (e.g., pilings or hillside foundations).

- Costs of land planning or preliminary concept and layout for large developments are not included, nor are interest or taxes on the land.

- Discounts or bonuses paid for financing are considered a cost of doing business.

- Furnishings and fixtures, usually not found in the general contract, that are peculiar to a definite tenant, such as seating or kitchen equipment, etc.

- Marketing costs to create occupancy including model or advertising expenses, or temporary operation of property owners associations.

- All allowance for developer's overhead and profit which is typically based on a percentage of the total project cost.

Humphries & Associates VII - 2 D-46-U/18-3867 Value Indicated by Cost Approach, continued

This program provides an estimate of current construction costs by component characteristics, construction quality, and location based upon actual construction costs of similar properties.

Depreciation Depreciation is defined as a loss in value from the replacement cost of improvements and is caused by physical deterioration, functional obsolescence, and/or external obsolescence. Physical deterioration is evidenced by normal wear and tear over the economic life of the improvements and is either curable or incurable.

The Subject Property is elementary school buildings that were constructed in 1929. According to Marshall Valuation Service, elementary school buildings of equivalent design and construction as the Subject typically have economic lives of ± 50 years. The appraisers estimated the effective age of the Subject Property to be 49.5 years with a remaining economic life of 0.50 years. Therefore, a 99% physical depreciation (49.5-year effective age/50-year economic life = 99%) will be deducted.

Functional obsolescence is caused by property characteristics such as functional inadequacy or super adequacy and is either curable or incurable. The design and amenity package of the Subject Improvements are considered similar to the competing elementary school building in the immediate area. No deduction for functional obsolescence will be made.

Economic obsolescence is defined as an impairment of the desirability or useful life arising from factors external to the property, such as economic forces or environmental changes which affect supply/demand relationships in the market. Loss in the use and value of a property arising from the factors of external obsolescence is to be distinguished from loss in value from physical deterioration and functional obsolescence, both of which are inherent in a property. No deduction for economic obsolescence will be made.

Soft Costs The total replacement costs for the Subject is comprised of direct, or “hard”, costs as well as some indirect or “soft” costs involved in constructing the Subject. The Cost Approach value estimate Humphries & Associates VII - 3 D-46-U/18-3867 Value Indicated by Cost Approach, continued

includes indirect, or “soft”, costs such as construction period interest expense, architectural and engineering fees, loan fees, and contractor's overhead and profit.

Certain indirect costs (“soft” costs) are associated with the replacement costs previously described. Those are included in the cost estimate supplied by the owner’s general contractor, Criterion Contractors, and seem reasonable.

Entrepreneurial Profit A figure is typically added to the direct and indirect costs that represents the entrepreneurial or developer's profit/fee. The Subject is was an owner/occupied public school facility and entrepreneurial incentive will not be considered.

Cost of Replacement New

Cost of Replacement New is defined as "the estimated cost to construct, at current prices as of the appraisal date, a building with utility equivalent to the building being appraised, using modern materials and current standards, design, and layout."

As previously noted, the replacement cost for the improvements was obtained from Marshall Valuation Service. The replacement cost estimates, for purposes of this appraisal, are on a square foot basis, which includes "soft costs" such as architects' fees, contractor's overhead and profit, interest during construction, and loan fees. The following cost approach summary references the section and page of Marshall Valuation Service where the base costs per square foot for the improvements were obtained. It also identifies the applicable class, type and quality assumed for the estimated replacement costs. As indicated, adjustments to the base costs were required. In addition to the building cost estimates, site improvement costs for parking, drives and miscellaneous on-sites were estimated utilizing the Marshall Valuation Service. The reader is referred to the cost approach summary following this discussion for an itemization of these estimates and total for the replacement cost new.

Humphries & Associates VII - 4 D-46-U/18-3867 Value Indicated by Cost Approach, continued

COST APPROACH SUMM ARY H UM PH R I ES & ASSOCI ATES PHILLIS WHEATLEY ELEM ENTARY SCHOOL BUILDING BACKGROUND DATA AND BASE COSTS Base cost: $173.00 Type of cost: REPLACEM EN T COST Multiplier CURRENT 1.00 Reference manual: MARSHALL VALUATION SERVICE Multiplier LOCA L 0.91 Building structure: ELEM EN TARY SCHOOLS & RELOCATABLE CLASSROOM S Multiplier ST ORY HEI GHT 1.000 Section/Page: 18/11 & 15 Multiplier PERI M ET ER 1.000 Class/Category A ADJUSTED BASE COST => $157.43 Type (quality): AVERAGE Physical age: 90 Y ears Total economic life: 50 Y ears Effective age: 49.5 Y ears

REPLACEMENT COST Building 28,581 X $157.43 per GBSF = $4,499,507 Fire Safety /Sprinkler Sy stem 28,581 X $3.10 per GBSF = $88,601 Elev ator $53,750 Landscaping/Fencing/Pole Lights/Flag Pole $50,000 Concrete Pav ing 14,000 X $5.00 per SF = $70,000 Misc. /Contingency 2.5% $119,000 Additional Soft Costs @ 0.0% $0

ENTREPRENEURIAL PROFIT SUBTOTAL: $4,880,858 Percentage: 5% Calculation: $4,880,858 X 5% = $244,043 Rounded to: $244,000 REPLACEM EN T COST N EW => $5,124,858

Humphries & Associates VII - 5 D-46-U/18-3867 Value Indicated by Cost Approach, continued

" As I s" V alue V ia Cost Approach Building Structure Costs- Existing I mprovements $5,124,858

Less Depreciation Physical Deferred M aintenance $ - Physical Curable $ - Physical I ncurable- Existing I mprovements @ 99% $ 5,073,609 Economic Lease- Up Deductions (Rent Loss) $ - Economic Obsolescence $ -

Depreciated V alue of Building & I mprovements $ 51,249 Plus: Land V alue - "A s I s" $ 150,000

$ 201,249 Total V alue V ia Cost Approach " As I s" Say, $ 200,000

Cost Analysis (28,581-SF of Building Area)-" As I s" Total Building and Other Costs $ 179.31 Depreciated Replacement Cost of I mprovements $ 1.79 Estimated V alue V ia Cost A pproach $ 7.00

Market Value "As Is" Via Cost Approach as of January 9, 2019: $200,000

Humphries & Associates VII - 6 D-46-U/18-3867 INCOME CAPITALIZATION APPROACH

The Income Capitalization Approach is applied to analyze a property's capacity to generate benefits and convert these benefits into an indication of value. Application of this approach begins with the estimation of the potential gross income a property is capable of generating. Income levels may then be adjusted for vacancy and collection losses, resulting in the effective gross income. The applicable expenses of operating the property are then deducted from the effective gross income resulting in the net operating income estimate.

Market sales data are then typically analyzed to derive an appropriate overall capitalization rate. This rate is then applied to the subject property's net operating income to arrive at a valuation con- clusion.

The appraiser will not use the Income Capitalization Approach to value, as properties similar to the Subject Property in this marketplace are typically owner occupied by non-profit organizations. The omission of the Income Capitalization Approach does not limit the reliability of the appraisal report, because reasonable appraisers would concur that this approach is not applicable to the valuation of the Subject Property.

Humphries & Associates VIII - 1 D-46-U/18-3867 SALES COMPARISON APPROACH

An indication of value can be obtained by comparison with other similarly improved properties that have sold in the Market. This approach is also called the Market Data Approach.

The critical element in the application of this approach is the determination of what constitutes "the market". It may or may not be appropriate to consider only those sales in the immediate vicinity of the Subject. The Appraiser must apply judgment in selecting those available sales, which would compete in the market with the Subject Property for investor monies.

There are several units of comparison, which may be used to compare one operating property against another. These comparison units include:

1. The Gross Rent/Income Multiplier - Purchasers pay so many times gross earnings when they purchase income producing real estate (Sales Price/Gross Income). The Gross Income estimate for the Subject Property reflects its ability to compete in the market. The location, condition, size, etc. of the Subject is reflected in this Gross In- come estimate. So, no comparison adjustments are necessary when market multipli- ers are used with the Gross Income estimate of the Subject Property to arrive at a value indication (Estimated Gross Income x GRM/GIM). However, as a church is typically a non-revenue generating property, the GRM/GIM is not applicable.

2. Price/SF, Price/Unit, or other comparatives require adjustments to compensate for dissimilarities between the sales and the Subject Property. The Price/SF is the most common element of comparison for this property type. Nevertheless, as church sales are not typically motivated by profit or are often sold under situations more consistent with distressed sales, comparison of the sales from the marketplace can be somewhat subjective, especially when there is very little market data available of underfunded small churches. The well funded type of church facility does not sell very often, be- cause like the Subject Property, they generally expand. Similar to how a church struggling economically can result in a discounted sale price, a successful church can enhance the perceived value of the associated real property and justify the replace- ment costs. As such, the Sales Comparison Approach will be included as a support- ive analysis to the Cost Approach and generally reflects a reasonable allocation to the adjustment categories. However, while the definition of market value does not as- sume a distressed situation, the client should realize that if the property for any rea- son becomes susceptible to foreclosure or any other adverse conditions, a substantial loss in value is likely to occur for this type of special use property.

Humphries & Associates IX - 1 D-46-U/18-3867 Sales Comparison Approach, continued

On the following page is a summary of sales of recent school and church complexes in the D/FW area. The sales are generally within market environments similar to the Subject Property and are considered to reflect a probable range of purchaser attitudes given the current market environment toward the Subject.

Humphries & Associates IX - 2 D-46-U/18-3867 IMPROVED SALE 1

Location: 701 W. State Street, Garland, Dallas County, Texas

Grantor: Alpha Academy Grantee: Myanamar Christian Church Legal Desc.: Lot 4 & 5 and Part of Lot 3, Block 10, Duck Creek Addition, Garland Sale Date: 11/27/2018 Recording: 201800310907

Year Built: 1958 Land Size: 0.4194 Acres or 18,270-SF Building Size: 12,149-SF Construction: Two buildings, one & two-stories, concrete & mason- ry/wooden framed, flat built-up roof, concrete paving and drives. Land/Bldg. Ratio: 1.50:1 Condition: Average

Humphries & Associates IX - 3 D-46-U/18-3867 Improved Sale No. 1, continued

Sale Price: $425,000 or $34.98/SF Verified: Broker, Dan Robertson (214) 926-6199

Comments: The property is located along the northwest corner of W. State Street and N. 7th Street in the City of Garland. Former build- ing for Alpha Charter School. According to the MLS, this property was original listed for $550,000 and was on the mar- ket for 42 days before it went under contract to purchase.

Humphries & Associates IX - 4 D-46-U/18-3867 IMPROVED SALE 2

Location: 1809 Cheyenne Road, Dallas, Dallas County, Texas

Grantor: City of Miracles Grantee: Nueva Vidal/New Life Assembly Legal Desc.: Lot 1, City Block 6722, Ingle Addition, Dallas Sale Date: 9/25/2017 Recording: 201700270803

Year Built: 1970 Land Size: 6.009 Acres, or 261,795-SF Building Size: 27,000-SF Construction: Three, one-story masonry/metal buildings, pitched composi- tion and metal roofs and asphalt paving/drives. Land/Bldg. Ratio: 9.70:1 Condition: Average

Humphries & Associates IX - 5 D-46-U/18-3867 Improved Sale No. 2, continued

Sale Price: $750,000, or $27.78/SF Verified: Broker, Shandra Colon (214) 284-1209

Comments: This is a one-story church facility located along the west side of Cheyenne Road to the south of Rockingham Street. Ac- cording to the MLS, this property was original listed for $850,000 and was on the market for 403 days before it went under contract to purchase.

Humphries & Associates IX - 6 D-46-U/18-3867 IMPROVED SALE 3

Location: 2906 & 2930 N. Saint Augustine Road, Dallas, Dallas Coun- ty, TX

Grantor: Gospel Chapel Grantee: Grace and Truth Apostolic Church, Inc. Legal Desc.: Lots 8C & 10, City Block 1/6755, Revised Gospel Chapel Addition, Dallas Sale Date: 06/12/2017 Recording: 201700164474

Year Built: 1970 Land Size: 2.7913 Acres, or 121,589-SF Building Size: 26,150-SF Construction: Two-story stucco/wood framed, pitched composition roof and concrete paving/drives. Land/Bldg. Ratio: 4.65:1 Condition: Average

Humphries & Associates IX - 7 D-46-U/18-3867 Improved Sale No. 3, continued

Sale Price: $650,000, or $24.86/SF Verified: Service Realty, Inc. (972) 424-2000

Comments: The property is located along the southeast quadrant of N. St. Augustine Road and Scyene Road in the City of Dallas.

Humphries & Associates IX - 8 D-46-U/18-3867 IMPROVED SALE 4

Location: 549 E. Jefferson Street & 108 & 112 S. Denver Street, Dallas, Dallas County, Texas

Grantor: North Texas Conference of the United Methodist Church Grantee: Walia & Sons Real Estate, Inc. & Atul Rustagi Legal Desc.: Lots 5 & 6 and Parts of Lots 4 & 7, City Block 107/3090, Original Addition; & Lots 5 & 6, City Block 107A/3090, La Calle Diez Phase 3 Addition, Dallas Sale Date: 07/11/2016 Recording: 201600186321

Year Built: 1950 Land Size: 2.05 Acres, or 89,204-SF Building Size: 32,356-SF Construction: Two & three-story masonry, wooden framed, flat built-up roofs, with concrete paving and drives. Land/Bldg. Ratio: 2.76:1 Condition: Average Comments: This property has a historical designation (HD No. 90) which does not allow the improvements to be razed. The underlying zonings on this property are MF-2(A) and Reginal Retail Dis- trict.

Humphries & Associates IX - 9 D-46-U/18-3867 Improved Sale No. 4, continued

Sale Price: $950,000, or $29.36/SF Verified: Broker, Roosevelt Broach (469) 288-2803

Comments: The property is located along the northwest corner of E. Jef- ferson Boulevard and S. Marsalis Avenue in the City of Dal- las. It also has frontage along the northeast side of S. Denver Street. According to the MLS, this property was original listed for $1,399,999 and was on the market for 172 days before it went under contract to purchase.

Humphries & Associates IX - 10 D-46-U/18-3867

Humphries & Associates IX - 11 D-46-U/18-3867 Sales Comparison Approach, continued

The market sales are summarized as follows:

Comparable Sales Summary - “As Is” Sale Sale Sale Date Year Size (SF) Land/Bldg. Price/SF Condition Built Ratio of Bldg. 1 11/27/2018 1958 12,149 1.50:1 $34.98 Average 2 09/25/2017 1970 27,000 9.70:1 $27.78 Average 3 06/12/2017 1970 26,150 4.65:1 $24.86 Average 4 07/11/2016 1950 32,356 2.76:1 $29.36 Average Average 1962 24,414 4.65:1 $29.25 - Subject 1929 28,581 2.71:1 - Average

The comparable sales range from $23.26/SF to $34.98/SF with an average of $29.25/SF. All of the comparable sales are reasonable indicators of value. The following adjustment grid analyzes these sales to the Subject Property ("+" adjustments indicate that the comparable sale is inferior to the Sub- ject and must be adjusted upward; "-" adjustments indicate that the comparable sale is superior to the Subject and must be adjusted downward; and "0" indicates that the comparable sale and Subject are similar overall in this factor of comparison and no adjustment is warranted).

Humphries & Associates IX - 12 D-46-U/18-3867 Improved Sales Adjustment Grid - "As Is" Subject Property Sale 1 Sale 2 Sale 3 Sale 4 Location 2908 Metropolitan 701 W. State Street, 1809 Cheyenne Road, 2906 & 2930 N. St. 549 E. Jefferson Street, Avenue, Dallas, TX Garland, TX Dallas, TX Augustine Road, Dallas, TX Dallas, TX Sale Date 11/27/2018 9/25/2017 6/12/2017 7/11/2015 Size (SF) 28,581 12,149 27,000 26,150 32,356 Construction Brick Masonry Masonry Masonry Masonry Access/Visibility Average Average Average Average Average Condition Poor Average Average Average Average Year Built 1929 1958 1970 1970 1950 Land-to-Building Ratio 2.71:1 1.50:1 9.70:1 4.65:1 2.76:1 Property Rights Conveyed Fee Simple Fee Simple Fee Simple Fee Simple Condition of Sale Arm's Length Arm's Length Arm's Length Arm's Length Terms Cash Cash Cash Cash Sale Price $425,000 $750,000 $650,000 $950,000 Price/SF of Building Area $34.98 $27.78 $24.86 $29.36 ADJUSTMENTS Terms 0% 0% 0% 0% Property Rights Conveyed 0% 0% 0% 0% Condition of Sale 0% 0% 0% 0% Time (Market Conditions) 0% 0% 0% 0% Adjusted Cash Price/SF of Building Area $34.98 $27.78 $24.86 $29.36 Location/Access/Visibility/Frontage -25% -5% -5% -30% Size 0% 0% 0% 0% Land-to-Building Ratio 0% -30% -10% 0% Age/Condition -50% -50% -50% -30% Construction Quality 0% 0% 0% 0% Total Adjustment -75% -85% -65% -60% Adjusted Price/SF of Building Area $8.75 $4.17 $8.70 $11.74

Humphries & Associates IX - 13 D-46-U/18-3867 Sales Comparison Approach, continued

The following is a description of the adjustments made to the comparable building sales.

Financing Terms

The adjusted sales sold for cash to seller and no adjustment for terms is needed.

Real Property Rights Conveyed

The first adjustment to be considered is for any differences in the property rights being conveyed in the sale. Properties in which less than the full Fee Simple Estate is transferred frequently sell for a lesser price. The comparable sales were purchased by owner/users who acquired fee simple titles. No adjustments will be made.

Conditions of Sale

The adjusted sales are considered to be arm’s length transactions and no adjustment for this factor is necessary.

Market Conditions (Time)

Market conditions may change between the time of sale of a comparable property and the date of the appraisal of the Subject. Under such circumstances, the price of the comparable property would be different at the later time (the date of the appraisal), and an adjustment would have to be made to the actual transaction price. Changed market conditions often result from various causes such as infla- tion, deflation, changing demand, and changing supply.

The adjusted sales occurred from July 2016 to November 2018, with no market evidence of notable fluctuations for this property type, and are considered to reflect current market conditions and no ad- justments will be made.

Location/Access/Visibility

The Subject Property is located along the east corner of Metropolitan Avenue and Havana Street. It also has frontage along the northwest side of McDermott Avenue and the southwest side of Meyers Street. The Subject is located in an area developed primarily with residential subdivisions.

The following chart shows the demographics (2018 population counts from a 1, 3 & 5-mile radius, median household income, and traffic counts) that were obtained from the Site To Do Business Company and based upon the 2010 census data.

Humphries & Associates IX - 14 D-46-U/18-3867 Sales Comparison Approach, continued

Subj ect Sale #1 Sale #2 Sale #3 Sale #4 2018 Population: 1-mile radius 12,510 12,761 17,463 20,878 18,693 3-mile radius 93,645 137,840 124,189 131,936 144,511 5-mile radius 372,191 344,931 285,850 325,890 395,159 M edian I ncome 1-mile radius $21,158 $43,809 $36,002 $33,214 $32,426 3-mile radius $42,446 $52,596 $40,226 $39,512 $43,731 5-mile radius $51,144 $56,310 $42,495 $42,187 $44,346 M edian Home Value 1-mile radius $55,351 $88,194 $82,868 $85,324 $89,681 3-mile radius $120,270 $128,711 $89,243 $87,348 $98,146 5-mile radius $203,565 $159,157 $99,029 $101,899 $109,860 Traffic Counts: M etropol i tan A venue 2,140 W. State Street 1,450 Cheyenne Road 2,390 N. St. Augustine Drive 7,500 Scyene Road 16,950 E. Jef f erson Bl vd. 10,420 M arsal i s A ve. 13,322 I ndicated Adjustment -25.0% -5.0% -5.0% -30.0%

Sale 1 is located along the northwest corner of W. State Street and N. 7th Street in the City of Gar- land, Texas. It is located is close proximity to the Downtown Garland Dart train station which is lo- cated at the northeast corner of W. Walnut Street and 5th Street. This area has seen a good amount of redevelopment over the last five years. Based upon the above demographics and traffic counts the overall location is superior to the Subject and a downward adjustment will be applied.

Sale 2 is located along the west side of Cheyenne Road to the south of Rockingham Street in the City of Dallas, Texas. Based upon the above demographics and traffic counts the overall location is supe- rior to the Subject and a downward adjustment will be applied.

Sale 3 is located along the southeast quadrant of N. St. Augustine Road and Scyene Road in the City of Dallas, Texas. Based upon the above demographics and traffic counts the overall location is supe- rior to the Subject and a downward adjustment will be applied.

Sale 4 is located along the northwest corner of E. Jefferson Boulevard and S. Marsalis Avenue in the City of Dallas, Texas. It also has frontage along the northeast side of S. Denver Street. It is located within the boundaries of what is defined as the Bishop Arts District of Oak Cliff, which has seen an abundance of redevelopment and surge in land prices over the last five years. Based upon the above demographics and traffic counts the overall location is superior to the Subject and a downward ad- justment will be applied.

Humphries & Associates IX - 15 D-46-U/18-3867 Sales Comparison Approach, continued

Size

Typically, larger size buildings will sell for less on a square foot basis as opposed to smaller size buildings. The reverse holds true when comparing smaller size buildings to larger buildings. Paired sales analysis did not indicate a need to make any adjustments to the sale comparables.

Land/Building Ratio (LBR)

The Subject Property has a land-to-building ratio of 2.71:1. The Sales Comparables have LBRs of 1.50:1, 9.70:1, 4.65:1, and 2.76:1, respectively. A higher land-to-building ratio would allow for more building expansion and/or parking lot expansion which would be important to a growing church congregation. Based upon $2.00/SF (Subject’s estimated land value), the following adjustment are indicated for Comparable 1 thru 4 respectively. The appraisers will temper the land/building ratio adjustments of Comparables 1 thru 4 because each of these properties has ade- quate parking to meet zoning requirements like the Subject.

Comparable Subject #1 #2 #3 #4

LBR 2.71:1 1.50:1 9.70:1 4.65:1 2.76:1 Ind. Adjustment - +6.9% -50.3% -15.6% 0.0% Adjustment - 0.0% -30.0% -10.0% 0.0%

Age/Condition

According to the Dallas County Deed Records the Subject was constructed in 1929. This facility has been shuttered by the school district since 2010 and has suffered from vandalism to the electrical sys- tem, HVAC systems, windows, and interior finish-out. Also, this property has a historical designa- tion which does not allow for the improvements to be demolished, and are subject to architectural review before anything can be modified on the exterior façade. This makes this building very diffi- cult to renovate for a change in use.

The comparables were built from 1970 to 2000 and are considered to be in average condition, and were similar to the Subject. Based upon a typical 20% land to total value ratio and a 50-year life (based on Marshall & Swift data), a 1.6% adjustment per year age adjustment is indicated. Sale 4 al- so has a historical designation; however, the improvements (from the photos in the MLS) appeared to be in superior condition at the time of sale when compared the Subject. The adjustments for age/condition are as follows.

Comparable Subject #1 #2 #3 #4 Age/Condition 1929 1958 1970 1970 1950 Indicated Adj. +46.4% -65.6% -65.6% -33.6% Adjustment - -50.0% -50.0% -50.0% -30.0%

Humphries & Associates IX - 16 D-46-U/18-3867 Sales Comparison Approach, continued

Construction Quality

Based upon the visual inspection of the Subject Property and sale comparables, the appraisers have not made any adjustments to the comparables for construction quality.

Conclusion

The comparables have an adjusted range from $4.17/SF to $11.74/SF (see the chart below). All of the comparable sales are considered good indicators of value and will receive equal emphasis indi- cating the middle of the adjusted range. Based upon the physical and location characteristics of the Subject Property as compared to the market sales, an appropriate price per SF for the Subject Proper- ty “As Is” is as follows.

Adjustment Summary Minimum $4.17 M axi mum $11.74 A verage $8.34 M edi an $8.73

Esti mated V al ue/SF $8.75 Subject Bld. SF 28,581 Esti mated I mp. V al ue $250,084 $250,000 (R)

Conclusion – Public School Facility

Estimated " As Is" M arket Value Via Sales Comparison Approach, Say, $ 250,000

Humphries & Associates IX - 17 D-46-U/18-3867 CORRELATION AND CONCLUSIONS

The purpose of this appraisal is to estimate the Market Value “As Is” of the Subject Property’s Fee Simple Estate as of January 9, 2019. The methods used to estimate the Market Value of the Subject Property are outlined in the Appraisal Procedure section of this appraisal. The estimated market val- ues are summarized below.

Cost Approach ...... $200,000

Value Indicated by Income Capitalization Approach ...... NA

Value Indicated by Sales Comparison Approach ...... $250,000

The Cost Approach is an accurate gauge of the current replacement cost of the Subject Property. It reflects the design and construction characteristics of the Subject Improvements and current cost trends of the Subject improvements. The Cost Approach is generally most applicable for newer and/or special use properties. The Cost Approach is considered a good value indicator and is sup- portive of the Sales Comparison Approach.

The Income Capitalization Approach is considered a good indicator of value and is based upon the estimated market rental rates, expenses and vacancy compared to market data. Schools and churches are typically owner occupied therefore the Income Capitalization Approach is not considered a rele- vant value indicator and was not performed.

The Sales Comparison Approach is derived from the most recent sales of school and church proper- ties in the Dallas market area. This approach is limited by the ages, locations, and market conditions of the available sales data. The Sales Comparison Approach reflects current owner/occupant atti- tudes toward properties similar to the Subject Property. Considering the Subject’s size, quality and overall design is somewhat unique for the marketplace, the Sales Comparison Value is deemed a supportive analysis for the value indicated by the Cost Approach.

In the final analysis, the Sales Comparison Approach and Cost Approach were given equal consider- ation.

Humphries & Associates X - 1 D-46-U/18-3867 Correlations and Conclusions, continued

Based upon the inspection of the property and the investigation and analysis of data obtained, the ap- praisers have formed the opinion that the Market Value "As Is" of the Fee Simple Estate of the Sub- ject Property, assuming a marketing period of twelve months, as of January 9, 2019, and subject to the definitions, certifications and limiting conditions set forth in this Appraisal Report, is:

“As Is” Fee Simple Market Value as of January 9, 2019 $225,000

The above market value conclusions assume a marketing period of 12 months.

Humphries & Associates X - 2 D-46-U/18-3867

CERTIFICATION

We certify that, to the best of our knowledge and belief:

* the statements of fact contained in this report are true and correct;

* the reported analyses, opinions, and conclusions are limited only by the reported as- sumptions and limiting conditions, and are our personal, impartial, and unbiased profes- sional analysis, opinions, and conclusions;

* as of the date of this report, the signator(s) below have completed the requirements of the continuing education programs of the Appraisal Institute;

* we have no present or prospective interest in the property that is the subject of this re- port, and we have no personal interest with respect to the parties involved;

* we have no bias with the respect to the property that is the subject of this report or to the parties involved with the assignment;

* our engagement in this assignment was not contingent upon developing or reporting pre- determined results;

* our compensation for completing this assignment is not contingent upon the develop- ment or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of the appraisal;

* our analyses, opinions, and conclusions were developed, and this report has been pre- pared, in conformity with the Uniform Standards of Professional Appraisal Practice;

* no one provided significant real property appraisal assistance to the persons signing this report;

* the appraisers have not performed a previous appraisal of this property within the past three years;

*the Subject Property was physically inspected by Michael L. Seifert and Bryan E. Hum- phries;

*the reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Code of Professional Ethics and Standards of Professional Appraisal Practice of the Appraisal Institute;

*the use of this report is subject to the requirements of the Appraisal Institute relating to re- view by its duly authorized representatives;

Humphries & Associates XI - 1 D-46-U/18-380

Certificate, continued

* the appraisal assignment was not based on a requested minimum valuation, a specific valu- ation, or the approval of a loan.

Based upon the inspection of the property and the investigation and analysis of data obtained, the ap- praisers have formed the opinion that the Market Value "As Is" of the Fee Simple Estate of the Sub- ject Property, assuming a marketing period of twelve months, as of January 9, 2019, and subject to the definitions, certifications and limiting conditions set forth in this Appraisal Report.

Bryan E. Humphries, MAI Michael L. Seifert President Appraiser TX-1320676-G TX-1323820-G

Humphries & Associates XI - 2 D-46-U/18-380

SUMMARY OF QUALIFICATIONS - Bryan E. Humphries, MAI

Currently

Owner, BRYAN E. HUMPHRIES, INC.

Experience

Over 38 years experience in the appraisal of real properties, including commercial, multi-family, in- dustrial, and special purpose properties, for mortgage bankers, savings and loan associations, insur- ance companies, attorneys, private individuals, public utilities, and governmental agencies.

Primary areas of concentration during the last five years include the appraisal of multi-family and office properties. Additional experience includes ownership and management of various mul- ti-family and office properties.

Education

Graduated from Texas Tech University in 1974: B.B.A. Business Graduated from Texas Tech University in 1976: M.S. Finance Completed college, SREA, and AIREA courses in real estate appraisal Qualified as "Expert" in real estate valuation in various courts

Professional Designations and Affiliations

MAI Member (#6514), Appraisal Institute

AI Admissions Committee, North Texas Chapter 17, 1983-1992 (Chairman, 1989-1990); National Admissions Review (1994-1996); Education Committee (1988); Region 8 Representative (1994, 1996, 1997, 2002); North Texas Chapter 17 Board of Directors (1993 - 1995; 1999 – 2001), Appraisal Institute National Screener (1996-2005), Appraisal Institute Advisor (2014-2016)

Broker Licensed Broker (#216136-12), Texas Real Estate Commission

State Certified Texas State Certified - General Real Estate Appraiser (#TX 1320676-G)

State Certified Texas State Certified – Property Tax Consultant (00003440)

Member National Association of Realtors

Member North Texas Commercial Association of Realtors

Member Real Estate Financial Executive Association

MICHAEL L. SEIFERT QUALIFICATIONS

EDUCATION

University of Arkansas Master's Degree in Business Administration Major in Finance & Real Estate

*Texas State Certified General Real Estate Appraiser #TX-1323820-G *Texas Real Estate Broker's License #340511 *Texas State Certified Property Tax Consultant #11741 *National Association of Real Estate Appraisers #52645

TECHNICAL EDUCATION

Appraisal Institute:

Course 1A1 - Real Estate Appraisal Principles Course 2-3 - Standards of Professional Practice

Commercial Investment Real Estate Institute:

CI 101 - Financial Analysis for Commercial Investment Real Estate

EXPERIENCE

07/89 to Present Independent Fee Real Estate Appraiser and Commercial Real Estate Broker: Michael L. Seifert Real Estate

01/88 to 07/89 Commercial Real Estate Analyst National Fidelity Life Insurance Company, Dallas, Texas

05/83 to 01/88 Commercial Real Estate Broker, Appraiser and Consulting Harrison/Seifert Real Estate Company, Dallas, Texas

TYPES OF PROPERTIES APPRAISED

Multi-Family Residential Retirement Facilities Single-Family Subdivisions Shopping Centers Farms/Ranches Freight Terminals Churches Mini-Warehouses Medical office Medical office/Warehouse Medical office/Showroom Land Hotels/Motels Restaurants

933959

10/25/93

ORDINANCE NO.218 69

An ordinance amending CHAPTER 51A, "PART II OF THE DALLAS DEVELOPMENT CODE," of the Dallas City Code, as amended, by establishing Historic Overlay District No. 61 (Phyllis Wheatley Elementary School) comprised of the following described property ("the Property"), to wit:

BEING all of Lots 1 through 5 and all of Lots 12 through 16 in City Block 6/1965 in the Macum Main Survey, Abstract No. 995, in the City of Dallas, Dallas County, Texas, said lots fronting 250 feet on the southwest line of Meyers Street and fronting 250 feet on the northeast line of Havana Street, with said frontages beginning at their intersection with the southeast line of Metropolitan Avenue, and containing approximately 1.26 acres of land, providing procedures, regulations, and preservation criteria for structures and property in the district; providing a penalty not to exceed $2000; providing a saving clause; providing a severability clause; and providing an effective date. WHEREAS, the city plan commission and the city council, in accordance with the Charter of the City of Dallas, the state law, and the applicable ordinances of the city, have given the required notices and have held the required public hearings regarding the rezoning of that property; and

WHEREAS, the city council finds that that property is an area of historical, cultural, and architectural importance and significance to the citizens of the city; and

c.sfCl!l> Jt 1 -~vi m 218 69 933969

WHEREAS, the city council finds that it is in the public interest to establish this historic overlay district; Now, Therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF DALLAS: SECTION 1. That CHAPTER 51A, "PART II OF THE DALLAS DEVELOPMENT CODE," of the Dallas City Code, as amended, is amended by establishing Historic overlay District No. 61 comprised of the following described property ("the Property"), to wit:

BEING all of Lots 1 through 5 and all of Lots 12 through 16 in City Block 6/1965 in the Macum Main Survey, Abstract No. 995, in the City of Dallas, Dallas County, Texas, said lots fronting 250 feet on the southwest line of Meyers street and fronting 250 feet on the northeast line of Havana Street, with said frontages beginning at their intersection with the southeast line of Metropolitan Avenue, and containing approximately 1.26 acres of land.

SECTION 2. That the establishment of this historic overlay district shall not affect the existing underlying zoning classification of the Property, which shall remain subject to the regulations of the underlying zoning district. If there is a conflict, the regulations contained in this ordinance control over the regulations of the underlying zoning district. SECTION 3. That a person shall not alter the Property, or any portion of the exterior of a structure on the Property, or place, construct, maintain, expand, or remove any structure on the Property without first obtaining a certificate of appropriateness in accordance with the Dallas Development Code, as amended, and this ordinance. All alterations to the

2 218 69 933969

Property must comply with the preservation criteria attached to and made a part of this ordinance as Exhibit A. SECTION 4. That the building official shall not issue a building permit or a certificate of occupancy for a use on the Property until there has been full compliance with this ordinance, the Dallas Development Code, the construction codes, and all other applicable ordinances, rules, and regulations of the City of Dallas. SECTION 5. That the director of planning and development shall correct Zoning District Map No. K-8 in the offices of the city secretary, the building official, and the department of planning and development to reflect the changes in zoning made by this ordinance. SECTION 6. That a person who violates a provision of this ordinance, upon conviction, is punishable by a fine not to exceed $2000. In addition to punishment by fine, the City may, in accordance with state law, provide civil penalties for a violation of this ordinance, and institute any appropriate

action or proceedings to prevent, restrain, correct, or abate the unlawful erection, construction, reconstruction, alteration, repair, conversion, or maintenance of a building, structure, or land on the Property. SECTION 7. That CHAPTER 51A, "PART II OF THE DALLAS DEVELOPMENT CODE," of the Dallas City Code, as amended, shall remain in full force and effect, save and except as amended by

this ordinance.

3 218 6i

SECTION 8. That the terms and provisions of this ordinance are severable· and are governed by Section 1-4 of CHAPTER 1 of the Dallas City Code, as amended.

SECTION 9. That this ordinance shall take effect immediately from and after its passage and publication in accordance with the provisions of the Charter of the City of Dallas and it is accordingly so ordained.

APPROVED AS TO FORM: SAM A. LINDSAY, City Attorney

By~~31:~ AsistantCity Attorney

OCT 2 7 1993 Passed~~~~~~~~~~~~~

Zoning File No. Z923-292/9504-S

4 2 1 7 F / 1 - 4

4 218 69 EXHIBIT A PRESERVATION CRITERIA FOR PHYLLIS WHEATLEY ELEMENTARY SCHOOL

Except as otherwise provided in these Preservation Criteria, all public and private right-of-way improvements, renovation, repairs, demolition, maintenance, site work, and new construction in this district must conform to the following guidelines, and a certificate of appropriateness must be obtained for such work prior.to its commencement. Except as otherwise provided in these Preservation Criteria, any such alterations to the property must conform to the regulations contained in CHAPTER 51A, "PART II OF THE DALLAS DEVELOPMENT CODE" of the Dallas City Code, as amended. In the event of a conflict, these Preservation Criteria control. Unless otherwise specified, preservation and restoration materials and methods used must conform to those defined in the Preservation Briefs published by the United States Department of the Interior, copies of which are available at the .

1. DEFINITIONS Unless provided below or the context clearly indicates otherwise, the definitions contained in sections 51A-2.102 and 51A-7.102 of the Dallas City Code, as amended, apply. 1.1 APPLICANT means an owner of property within this district, or an owner's duly authorized agent. 1.2 CERTIFICATE OF APPROPRIATENESS means a certificate issued by the city in accordance with Section 51A-4.501 of the Dallas City Code, as amended, to authorize the alteration of the physical character of real property in the district or any portion of the exterior of a structure in the district, or the placement, construction, maintenance, expansion, or removal of any structure in or from the district. 1.3 COMMISSION means the City of Dallas Landmark Commission. 1.4 DIRECTOR means the director of the Department of Planning and Development or that person's representative. 1.5 DISTRICT means the Phyllis Wheatley Elementary School Historic Overlay District. This district contains the property described in Section 1 of this ordinance.

1 218

1.6 ERECT means to build, attach, hang, place, suspend, fasten, fix, maintain, paint, draw, or otherwise construct. 1.7 FENCE means a structure or hedgerow that provides a physical barrier, including a fence gate. 1.8 MAIN BUILDING means a building on a lot intended for occupancy by the main use. 1.9 NO BUILD ZONE means that part of a lot in which no new construction may take place. 1.10 PRESERVATION CRITERIA means the standards considered by the director and commission in determining whether a certificate of appropriateness should be granted or denied. 1.11 PROTECTED FACADE means a facade that must maintain its original appearance, to the extent practical, in all aspects. 1.12 REAL ESTATE SIGN means a sign that advertises the sale or lease of an interest in real property.

2. SITE AND SITE ELEMENTS 2.1 New construction is prohibited in an area designated as a "No Build Zone" on Exhibit B. 2.2 The existing original and historic structure must be retained and protected. 2.3 New sidewalks, walkways, steps, and driveways must be of brush finish concrete or other material if deemed appropriate. No exposed aggregate, artificial grass, carpet, asphalt, or artificially-colored monolithic concrete paving is permitted. 2.4 Exterior lighting must be appropriate to and enhance the structure. 2.5 Landscaping must be appropriate and compatible, must enhance the structure and surroundings, and must not obscure significant views of the main building or from the main building. It is recommended that landscaping modifications reflect the original historic landscaping design when appropriate. 2.6 Existing mature trees must be protected. Unhealthy or damaged trees may be removed if deemed appropriate.

2 2.7 No fences are permitted in the no-build zone, except as required for school security.

3 • STRUCTURE Facades 3.1 The front facade and side facades of the main structure are protected facades. 3.2 Reconstruction, renovation, or repair of the opaque elements of the protected facades must employ materials similar to the original materials in texture, color, pattern, grain, and module size to the extent practical. 3.3 The existing solid-to-void ratios of non-protected facades must be maintained to the extent practical. All additions and alterations must be architecturally sensitive and appropriate to the overall design of the existing structure.

3.4 Brick must match in color, texture, module size, bond pattern, and mortar color. Original brick on a facade may not be painted, with the exception that portions of the original structures that had previously been painted may remain painted. 3.5 Stone, cast stone, and concrete elements must be renovated or repaired only with materials similar in size, grain, texture, and color to the original materials. 3.6 Wood trim and detailing must be carefully restored when practical. Historic materials should be repaired; they should be repla9ed only when necessary. Badly deteriorated paint should be removed in accordance with the Department of Interior standards before refinishing. All exposed wood must be painted, stained, or otherwise protected. Resurfacing with vinyl or aluminum siding or stucco is not permitted. 3.7 original color and original materials must be preserved and maintained when practical. Paint and other color schemes for non-masonry elements should be based upon any available documentation as to original conditions. 3.8 Exposing and restoring original historic finish materials is encouraged. 3.9 Exterior cleaning must be accomplished in accordance with Department of Interior standards. No sandblasting or other mechanical abrasive cleaning processes are permitted.

3 933969 21c369

3.10 After the effective date of this ordinance, any new mechanical equipment must be erected in side or rear yards and must be screened. Embellishments and Detailing 3.11 The following architectural elements are considered special features and must be protected and preserved unless otherwise determined by the Commission: exterior decorative main entry at Metropolitan Avenue; front steps and balustrade adjacent to the front entry; decorative brick, and stone work at the parapet on the front facade; and decorative minor entries at the side streets. Fenestrations and Openings 3.12 Original doors and windows and their openings should remain intact and be preserved. When replacement of an existing door or window is necessary due to damage or structural deterioration, replacement doors and windows must express mullion size, light configuration, and material to match the original or existing doors and windows. Total replacement of windows and doors that have been altered and no longer match the historic appearance is strongly recommended. Exterior storm windows, storm doors, and window screens may be permitted if they are sensitive additions and match the existing windows and doors in frame width and proportion, glazing material, and color. 3.13 Burglar bars are permitted over existing doors and windows of protected facades if required for security reasons. They should not be of a highly decorative or ornamental design, and should align with or complement the window or door muntin pattern. 3.14 Glass and glazing must match original materials to the extent practical. No tinted or reflective glazing or films are permitted. 3.15 New door and window openings in protected facades are permitted only where there is evidence that original openings have been infilled with other materials or the safety of life is threatened. 3.16 The Department of the Interior standards should be referenced for acceptable techniques to improve the energy efficiency of historic fenestrations.

4 93-').059 218 69 U ~1

Roofs 3.17 The slope, massing, and configuration of the roof must be preserved and maintained. Existing parapets, cornices and coping, and roof trim must be retained, and, when repaired, should be repaired with material matching in size, finish, module, and color. 3.18 Solar panels, skylights, and mechanical equipment must be set back or screened so that they are not visible to a person standing at ground level on the opposite side of Havana Street, Metropolitan Avenue, and Meyers Street if they are located adjacent to the no build zone.

4. NEW CONSTRUCTION AND ADDITIONS 4.1 The form, materials, general exterior appearance, color and details of any new construction of accessory bu.ildings must be compatible with the existing historic structure.

4.2 New construction, additions to historic structures, accessory buildings, porches, and balconies must be of appropriate massing, roof form, shape, materials, detailing, and color, and must have fenestration patterns and solids-to-voids ratios that are typical of the historic structure. 4.3 The height of new construction, accessory buildings, or vertical or horizontal additions to existing non-protected structures or facades ma~ not exceed the height of the historic structure. 4.4 Vinyl, aluminum, and stucco are not acceptable cladding materials for the construction of a new accessory structure in this district. 4.5 New construction and connections between new and existing construction must be designed so that they are clearly discernible from the existing historic structures as suggested by the Secretary of the Interior in Preservation Brief No. 14. A clear definition of the transition between new and existing construction must be established and maintained. 4.6 Historic details at parapets and coping must be preserved and maintained where abutting new construction.

5 93396S 218 69 5. SIGNS 5 ."l Temporary and permanent school information signs and temporary political signs as defined in Chapter 15A of the mallas City Code, as amended, may be erected. No certificate of appropriateness is required for :free-standing school identification and information signs. 5.2 Street signs, protective signs, movement control signs, and historical markers may be erected. 5.3 All signs must conform with all applicable provisions of the Dallas City Code, as amended, and be compatible with tthe architectural qualities of the historic structure.

6. _REVIEW PROCEDURES FOR CERTIFICATES OF APPROPRIATENESS 6.1 The review procedure outlined in Section 51A-4.501 of the Dallas City Code, as amended, applies to this district except that a certificate of appropriateness is not required to erect temporary political campaign signs as defined in Chapter 15A of the Dallas City Code, as amended, or real estate signs. 6.2 A certificate of appropriateness denied by the landmark commission may be appealed to the city council in accordance with Section 51A-4.501 of the Dallas Development Code, as amended.

4217S/5-10

6 218 69

Metropoitian Aveooe

I I I. I I D I I D I I I I I I I I 1•:, (I) •• J (I) i ------i j

McDermott Street

Phyllis Wheatley Elementary School - - - Area of Desis,wtion Exhibit B - NoWdZone • • •• • ~· Protected Facades ( L

Map No. K-8 ~NORTH 0 200 ,oo ZONING AND LAND USE Case No. Z923-292/9504-S SCALE IN FEET

4-2 218 69

Metropoitian Aveooe

I I I. I I D I I D I I I I I I I I 1•:, (I) •• J (I) i ------i j

McDermott Street

Phyllis Wheatley Elementary School - - - Area of Desis,wtion Exhibit B - NoWdZone • • •• • ~· Protected Facades ( L

Map No. K-8 ~NORTH 0 200 ,oo ZONING AND LAND USE Case No. Z923-292/9504-S SCALE IN FEET

4-2 Dallas Landmark Commission Landmark Nomination Form

I1.Name historic: Phyllis Wheatley Elementary School and/or common: date: 4126,93 12. Location address: 2908 Metropolitan Ave. Dallas. TX 75215

.~ • I I - • I I I • Ail - - I I I block: 1965 lot: 6 land survey: tract size: 5.5 Acres 13. Current Zoning R-5 (A) 14. Classification • Category Ownership Status Present Use ....X.occupied ~building(s) . vate unoccupied in progress ~educationa1 Public Accessibility Acquisition ~yes:restricted progress —~‘~ — considered

5. Ownership Current Owner: Dallas Independent School District Contact: Dr. Marvin Edwards Phone:824-1620 Address: 3700 Ross City:Dallas State: TX Zip:75204 6. Form Preparation Date: January 1993 Name & Title: Frances James. Historic Researcher Organization: Neighborhood Designation Task Force Contact: Jim Anderson, Planning Department Phone: 670-4132 17. Representation on Existing Surveys Alexander Survey (citywide)_ local_ state national .X.. National Register H.P.L. Survey (CBD) TX Historic Ldmk

Oak Cliff — Archaeological Ldmk

Victorian Survey —

Dallas Historic Resources Survey, Phase 4 high — medium — low

For Office Use Only

Date Rec’d.~ Survey Ver~fled: Y N by:_____ Field Check by:______Petitions Needed: Y N

Nomination: Archaeological Site Structure(s) Structure & Site District 18. Historic Ownership original owner: Dallas Board of Education significant_later owner(s): Dallas Independent School District Construction Dates E —~ original: j.929 alteration~!additions: 10. Architect original construction: Flint and Broad - Architects \ L.M. Burford - General Contractor alteration~’additions: Ill. Site Features natural: urban design: 112. Physical Description Condition, check one: Check one: — excellent — deteriorated — unaltered X original site X good — ruins ...~_. altered _moved(date______

fair — unexposed

Describe present and original (if known) physical appearance. Include style(s) of architecture, current condition and relationship to surroundingfabric (structures, objects, etc). elaborate on pertinent materials used and style(s) ofarchitectural detailing, embellishments and site details.

Phyllis Wheatley Elementary School is a two story building which sits at the northern edge of the city block bounded by Metropolitan Avenue, Havana Street, Meyers Street and McDermott Street. The building faces north to Metropolitan Street. Constructed of a light yellow brick in a regular bond pattern with stone coping and horizontal trim, this building reflects both Spanish Colonial and Spanish Revival ornamentation on a modernistic building. The building form is very simple and modern, with its large window openings, simple floor plan, simple horizontal stone banding at the roof line, and blank expanses of brick at the front protruding facades. The ornamentation on the building facade is restrained and in keeping with the simplicity of the building. At the front facade of the building, the center protrudes slightly from the adjacent areas of the facade; this center portion has textural low relief stonework above the second story windows and to the parapet; this is in a checkered pattern. At the building entry, the double doors are recessed slightly into a low relief stone surround; this surround extends to the triple windows at the second story and the parapet above. Centered over each of these three second story window is a decorative geomethc panel of cast stone. At the main building entry, a small porch floor extends along the width of the center portion of the building. This is flanked by brick partial walls, with stone coping. The side facades of this building are similar to the front, with less ornamentation. These also have large groupings of windows with the stone window head continuing from the front facade. The side doors also have a low relief stone surround.

Wheatley Elementary has seen several modifications to the school. The first was the addition of an auditorium at the rear of the building. A gym was later added behind the school and to the side of the auditorium. This gym is not attached to the school building. Both of these additions are of yellow brick to match the original structure, are of an appropriate scale and massing, and have complimentary windows and detailing. Both are truly compatible with the original structure. Further to the rear of the site, several portable classrooms have been placed. These are connected to the structure with a covered walkway; this provides protection against the elements for the students. This school is located in Wheatley Place, an early twentieth century subdivision that was platted specifically for African Americans. The residential area was placed on the National Register of Historic Places in 1991. This elementary school continues to serve this and other surrounding neighborhoods. The adjacent streets are single family homes, mostly one story bungalows. The south end of this block is a public park. This park contains a tennis court, children’s play area and swimming pool. 13. Historical Significance Statement of historical and cultural significance. Include: cultural influences, special events and important personages, influences on neighborhood, on the city, etc.

The Phyllis Wheatley School was completed in 1929 on what is now known as Metropolitan (Nellie) between Havana and Meyers. The land had previously been occupied by a small one room red frame building. It was razed to 1 allow for the construction of the new Phyllis Wheatley School. This area was annexed to the City of Dallas in 1913,2 In a questionnaire filled out by Principal William Jackson, as of May 1, 1929, he noted that there were 565 children enrolled in the school. The fifteen teachers occupied sixteen classrooms. In answer to the question concerning what new features would you have added to a new school building, he replied that an auditorium, restrooms for the girls and women with inside toilets, and a clinic room. (this is what the old building lacked). Mr. Jackson finalized his report by adding that a new building is being erected on our school grounds.3

The Phyllis Wheatley addition to the city of Dallas was developed by Alex Camp in 1916.~ This area of land was a portion of the ‘l’l’l’l acre Lagow League. A portion had been owned by Mr. J.F. and Bettie Warren since they came to Dallas in 1874. Mr. Warren engaged in farming and raised fruit. He had bought and sold other property, but kept his original 33 acres intact. The first Mrs. Warren died in 1882.~ In 1889 Warren married Mrs. M.A. Camp, the widow of Aaron C. Camp who had died in 1881. Aaron C. Camp was a partner with W.H. Gaston in establishing Dallas’ first bank. The Camps had four children, Alex, Thomas L., Aaron, and daughter Mattie. For many years after James F. Warren died, Mrs. Warren (Camp) held the land and it was not developed.6 Eventually, two of the Camp brothers, T.L. and Alex, were able to develop the Wheatley Place Addition to the City of Dallas in 1916. The plat submitted by Alex Camp included the site for a school and park. The records at Dallas Independent School District archives show the park was originally named the Booker T. Washington Park.7 One of the first families to move into the addition was that of Joe and Sereptha Smith. Joe was a porter at the Dallas Times Herald. They could look from the corner where they lived to Oakland Cemetery because there were no other houses to block their view.8 The cemetery had been established in 1911 by George W. Loudermilk, an early day Dallas undertaker. Mr. Loudermilk was involved in many businesses in Dallas and is credited with helping Hilton when he built his first high rise hotel in Dallas (now called the Aristocrat) on Harwood Street. Loudermilk owned the land and signed a 100 year lease with the Hilton Investment company in 1924. He and his wife lived in the hotel until he died in l953.~ This cemetery was the final resting place for many of Dallas’ leading citizens. Among these are Edgar L. Flippen and John S. Armstrong, the developers of Highland Park, and General R.M. Gano, renowned medical doctor, minister, business man and grandfather of millionaire Howard Hughes. At the far side (from Oakland) space was reserved for the black families from the community.1° Phyllis Wheatley School was named for a Negro poet of the eighteenth century. At age seven Phillis (born 1754) was kidnapped and brought to America from Senegal, in Africa. She was sold as a slave to a tailor, John Wheatley and his wife in Boston. She was educated by the Wheatleys and in less than two years she had mastered English and later also learned Greek and Latin. Her first book of poetry was published in 1773 in London, England. It was the second book of poetry ever published by a woman from America. Phillis Wheatley died in 1784.11 This school and park have been the centerpoint of the community for many years. In an interview with Otis White, who attended school in the little, red building, he described the surroundings at the school and park. He is still very involved in the community now that he is retired. He can recall the names of some of the teachers, and the principal, Mr. William Jackson, who was described by Mr. White as being immaculate and a “sharp dresser.”12 In the 1940 edition of the Texas Writers Project, the Phyllis Wheatley neighborhood is described as among the better Negro residential areas of Dallas.13 This development has experienced very little change since the housing was completed. In the Dallas Dispatch in 1918, Wheatley Place was promoted by Wash Russell, a black resident of the addition for colored people. This 1918 advertisement states that 33 homes have been completed and 100 lots have been sold.’4 The Phyllis Wheatley School was one of the K-3 schools in Dallas that received the Excellence in Education Award from the Dallas Foundation and in 199215. The current principal is Ms. Dolores Seemster. The building has had several sensitive additions to meet the needs of the community. Documents in DISD archives show that the original building was designed by the architectural firm of Flint and Broad. The general contractor was L.M. Burford. Dallas Plumbing Company was responsible for the plumbing and the heating. Electrical work was performed by Ro-Nile Electric company. Temperature Control was Johnson Service company. The final payments were made for $105,702.03. 16 The current staff are devoted to the children and the maintenance of the structure and grounds seems to be adequate. The contingency of the grounds for the school and the park, which contains a beautiful grove of trees, adds to the spaciousness of the landscaping. Continuation Sheet

I Item # (Page of )1

Endnotes Phyllis Wheatley 1. Documentation in the archives files of Dallas Independent School District. 2. There were many parcels of this area annexed to the city of Dallas from 1903-1919. Ordinance No. 440 was passed by City on February 26, 1919 to allow for a special election to adopt an amendment establishing the boundaries of the city of Dallas. 3. Report dated May 1, 1929, in DISD files. Interview with Otis White who had been a student in the original building. 4. Copy of plat in Braceys Plat Book dated 1949, map 105 and 112.

5. Memorial and Biographical county, pages 703-704. 6. Ibid. 7. DISD Archives and Bracey’s Plat Map 105 and 112. 8. African American Families and Settlements of Dallas: On the Inside Looking Out. page 44. Also Dallas City Directory for 1924. 9. Dallas County Deed records Volume 1239 page 53, July 4, 1925. Also see research done in connection with Texas Historical Marker for Aristocrat (Dallas Plaza Hotel) dedicated March 16, 1990. 10. Bracey’s Plat Map 105 and 112. Information from the headstones at the cemetery. 11. Phyllis Wheatley, by Merle Richmond, published by Chelsea House Publishers, New York, New York, 1988, page 21-22. 12. Interview with Otis White, resident of Whetle Place. 13. The WPA Dallas Guide and History page 293. 14. Advertisement in the Dallas Dispatch, July 19, 1918.

15. Dallas Morning News, Monday, October 12, 1992 page iSA. 16. Records of DISD. 114. Bibliography PUBLISHED SOURCES Acheson, Sam, Dallas Yesterday, published by SMU Press, 1977. African American Families and Settlements of Dallas: On the Inside Looking OUt, published in 1990. City Directories for Dallas, 1900, 1915, 1918, 1924. Dealey, Ted, Diaper Days of Dallas published by SMU Press, 1966. Memorial and Biographical History of Dallas County, published by Lewis Publishing company of Chicago, 1892. Richmond, Merle, Phyllis Wheatley, published by Chelsea House Publishers, New York, New York, 1988. The WPA Dallas Guide and History, published 1992.

MAPS Bracey’s Block Maps of City of Dallas, 1949. Dallas County Plat Records Wheatley Place Addition filed Volume 2, page 28 May 31, 1916.

MISCELLANEOUS Archives of Dallas Independent School District, file on Phyllis Wheatley Elementary School. Interview with Mr. Otis White resident of Wheatley Place.

Information covering Dallas - City and County, and individuals personal files Frances James, 4322 St. Francis, _____ L.I. ValuetoRelationshipa planas an aspectbasedto otherofoncommunitydistinctivehistoric,

Designation Merit A.~Character, interest or value as part X H.~Embodiment of elements of of the development, heritage or architectural design, detail, cultural characteristics of the City material or craftsmanship which of Dallas, State of Texas or the represent a significant architectural United States. innovation. B. Location as the site of a significant x historical event. buildings, sites or areas which are eligible for preservation according C. Identification with a person or persons who significantly cultural or architectural motif. contributed to the culture and development of the city. J. Unique location of singular physical characteristics represent D. Exemplification of the cultural, X ing an established and familiar economic, social or historical feature of a neighborhood, heritage of the city. community or the city. E. Portrayal of the environment of a X K. Archaeological value in that it has group of people in an era of produced or can be expected to history characterized by a produce data affecting theories or distinctive architectural style. historic or prehistoric value. F. Embodiment of distinguishing characteristics of an architectural sentiment of public pride. style or specimen. G. Identification as the work of an architect or master builder whose individual work has influenced the development of the city.

I Recommendation I

The Designation Task Force requests the Landmark Commission to deem this nominated landmark meritorious of designation as outlined in Chapter 51 and QL~t4i~, Chapter 51A, Dallas Development Code. a leen Cothrum Chair Neighborhood Designation Task Force Further, the Designation Task Force endorses the Preservation Criteria, policy recomendations and landmark boundary as presented by the Department of Planning and Development. Jim ‘‘i d~F’ n, Urban Planner His ori Preservation

Date: April 26, 1993 Exhibit A

PRESERVATION CRITERIA Phyllis Wheatley Elementary School Historic District

Except as otherwise provided in these Preservation Criteria, all public and private right-of-way improvements, renovation, repairs, demolition, maintenance, site work and new construction in this district shall conform to the following guidelines and a certificate of appropriateness must be obtained for such work prior to its commencement.

Except as otherwise provided in these Preservation Criteria, any such alterations to the property must conform to the regulations contained in CHAPTER 51A, “PART II OF THE DALLAS DEVELOPMENT CODE” of the Dallas City Code, as amended. In the event of a conflict, these Preservation Criteria control.

Unless otherwise specified, preservation and restoration materials and methods used shall conform to those defined in the Preservation Briefs published by the United States Department of the Interior, copies of which are available at the Dallas Public Library.

1. DEFINiTIONS

Unless provided below or the context clearly indicates otherwise, the definitions contained in Sections 51A-2. 102 and 51A-7. 102 of the Dallas City Code, as amended, apply.

1.1 APPLICANT means an owner of property within this district, or an owner’s duly authorized agent.

1.2 CERTIFICATE OF APPROPRIATENESS means a certificate issued by the city in accordance with Section 51A-4.501 of the Dallas City Code, as amended, to authorize the alteration of the physical character of real property in the district or any portion of the exterior of a structure in the district, or the placement, construction, maintenance, expansion, or removal of any structure in or from the district.

1.3 COMMISSION means the Landmark Commission.

1.4 DIRECTOR means the director of the Department of Planning and Development or that person’s representative.

1.5 DISTRICT means the Phyllis Wheatley Elementary School Historic Overlay District. This district contains the property described in Section 1 of this ordinance.

1.6 ERECT means to build, attach, hang, place, suspend, fasten, fix, maintain, paint, draw or otherwise construct.

Phyllis Wheatley Elementary School: Preservation Criteria Page 1 1.7 FENCE means a structure or hedgerow that provides a physical barrier, including a fence gate.

1.8 MAIN BUILDING means a building on a lot intended for occupancy by the main use.

1.9 NO BUILD ZONE means that part of a lot in which no new construction may take place.

1.10 PRESERVATION CRITERIA means the standards considered by the director and commission in determining whether a certificate of appropriateness should be granted or denied.

1.11 PROTECTED FACADE means a facade that must maintain its original appearance, as near as practical, in all aspects.

1.12 REAL ESTATE SIGN means a sign that advertises the sale or lease of an interest in real property.

1.13 ROUTINE WORK includes both minor exterior alterations and routine maintenance and replacement work, and falls into the following categories:

(A) MINOR EXTERIOR ALTERATIONS means minor alterations to the exterior of any structures within this district in accordance with the Dallas City Code.

(B) ROUTINE MAINTENANCE AND REPLACEMENT means work necessary to maintain the landmark and to slow deterioration in accordance with the Dallas City Code.

2. SITE AND SITE ELEMENTS

2.1 New construction is prohibited in an area designated as a “No Build Zone” on Exhibit B.

2.2 The existing original and historic structure must be retained and protected.

2.3 New sidewalks, walkways, steps, and driveways must be of brush fmish concrete or other material if deemed appropriate. No exposed aggregate, artificial grass, carpet, asphalt or artificially-colored monolithic concrete paving is permitted.

2.4 Exterior lighting must be appropriate to and enhance the structure.

2.5 Landscape must be appropriate and compatible, must enhance the structure and surroundings, and must not obscure significant views of the main building or from the main building. It is recommended that landscaping modifications reflect the original historic landscaping design when appropriate.

Phyllis Wheatley Elementary School: Preservation Criteria Page 2 2.6 Existing mature trees will be protected. Unhealthy or damaged trees may be removed if deemed appropriate.

2.7 No fences are permitted in the no-build zone, except as required for school security.

3. STRUCTURE

Facades

3.1 The front facade and side facades of the main structure are protected facades.

3.2 Reconstruction, renovation or repair of the opaque elements of the protected facades must employ materials similar to the original materials in texture, color, pattern, grain and module size as much as practical.

3.3 The existing solid-to-void ratios of non-protected facades must be maintained as much as practical. All additions and alterations must be architecturally sensitive and appropriate to the overall design of the existing structure.

3.4 Brick must match in color, texture, module size, bond pattern and mortar color. Original brick on a facade may not be painted, with the exception that portions of the original structures that had previously been painted may remain painted.

3.5 Stone, cast stone, and concrete elements must be renovated or repaired only with materials similar in size, grain, texture, and color to the original materials.

3.6 Wood trim and detailing shall be carefully restored wherever practical. Historic materials should be repaired; they should be replaced only when necessary. Badly deteriorated paint should be removed in accordance with the Department of Interior standards prior to refinishing. All exposed wood must be painted, stained, or otherwise protected. Resurfacing with vinyl or aluminum siding or stucco is not permitted.

3.7 Original color and original materials must be preserved and maintained wherever practical. Paint and other color schemes for non-masonry elements should be based upon any available documentation as to original conditions.

3.8 Exposing and restoring original historic finish materials is encouraged.

3.9 Exterior cleaning must be accomplished in accordance with Department of Interior standards. No sandblasting or other mechanical abrasive cleaning processes are permitted.

3.10 After the effective date of this ordinance, any new mechanical equipment must be erected in side or rear yards and must be screened.

Phyllis Wheatley Elementary School: Preservation Criteria Page 3 Embellishments and Detailing

3.11 The following architectural elements are considered special features and will be protected and preserved unless otherwise determined by the Commission: exterior decorative main entry at Metropolitan Avenue, front steps and balustrade adjacent to this front entry, decorative brick and stone work at the parapet on the front facade and decorative minor entries at the side streets.

Fenestrations and Openings

3.12 Original doors and windows and their openings should remain intact and be preserved. Where replacement of an existing door or window is necessary due to damage or structural deterioration, replacement doors and windows must express mullion size, light configuration, and material to match the original or existing doors and windows.

Total replacement of windows and doors which have been altered and no longer match the historic appearance is strongly recommended.

Exterior storm windows, storm doors and window screens may be permitted if they are sensitive additions and match the existing windows and doors in frame width and proportion, glazing material, and color.

3.13 Burglar bars are permitted over existing doors and windows of protected facades if required for security reasons. These should not be of a highly decorative or ornamental design, and should align with or complement the window or door muntin pattern.

3.14 Glass and glazing shall match original materials as much as practical. No tinted or reflective glazing or films is permitted.

3.15 New door and window openings in protected facades are permitted only where there is evidence that original openings have been infilled with other materials or the safety of life is threatened.

3.16 The Department of the Interior standards should be referred to for acceptable techniques to improve the energy efficiency of historic fenestrations.

Roofs

3.17 The slope, massing, and configuration of the roof must be preserved and maintained.

Existing parapets, cornices and coping, and roof trim must be retained and when repaired, should be done so with material matching in size, finish, module and color.

Phyllis Wheatley Elementary School: Preservation Criteria Page 4 3.18 Solar panels, skylights, and mechanical equipment must be set back or screened so that it is not visible to a person standing at ground level on the opposite side of Havana Street, Metropolitian Avenue, and Meyers Street where adjacent to the “no build zone” of the site.

4. NEW CONSTRUCTION AND ADDITIONS

4.1 The form, materials, general exterior appearance, color and details of any new construction of accessory buildings or must be compatible with the existing historic structure.

4.2 New construction, additions to historic structures, accessory buildings, porches, and balconies must be of appropriate massing, roof form, shape, materials, detailing and color and have fenestration patterns and solids-to-voids ratios that are typical of the historic structure.

4.3 The height of new construction, accessory buildings, or vertical or horizontal additions to existing non-protected structures or facades must not exceed the height of the historic structure.

4.4 Vinyl, aluminum, and stucco are not acceptable cladding materials for the construction of a new accessory structure in this district.

4.5 New construction and connections between new and existing construction must be designed so that they are clearly discernible from the existing historic structures as suggested by the Secretary of the Interior in Preservation Brief No. 14. A clear definition of the transition between new and existing construction shall be established and maintained.

Historic details at parapets and coping must be preserved and maintained where abutting new construction.

5. SIGNS

5.1 Temporary and permanent school information signs and temporary political signs (as defined in Chapter A of the Dallas City Code, as amended) may be erected.

No certificate of Appropriateness shall be required for free-standing school identification and information signs.

5.2 Street signs, protective signs, movement control signs, and historical markers may be erected.

Phyllis Wheatley Elementary School: Preservation Criteria Page 5 5.3 All signs must conform with all applicable provisions of the Dallas City Code, as amended and be compatible with the architectural qualities of the historic structure.

6. REVIE PROCEDURES FOR CERTIFICATES OF APPROPRIATENESS

6.1 The review procedure outlined in Section 51A-4.501 of the Dallas City Code, as amended, applies to this district unless otherwise noted in this section.

6.2 Upon receipt of an application for a certificate of appropriateness, the director shall categorize the application as one of the following: (A): Routine Work, and (B): Work requiring review by the commission.

A certificate of appropriateness shall not be required for the following items: the installation of a chimney located on an accessory building; replacement or repair of a roof of the same or an original material that does not include a change in color; a chain link fence that is not painted; new or replacement gutters and downspouts of a color that match or complement the dominant, trim, or roof color; the application of paint that matches the dominant, trim, or accent color; the restoration of original architectural elements; addition of window and door screens that complement the existing doors or windows; graffiti removal; maintenance and replacement by cleaning (including but not limited to water blasting and stripping), painting, replacing, duplicating, or stabilizing deteriorated or damaged architectural features (including but not limited to roofing, windows, columns, and siding) in order to maintain the landmark and to slow deterioration.

6.3 A certificate of appropriateness is not required to erect temporary political campaign signs (as defined in Chapter 15A of the Dallas City Code, as amended) or real estate signs.

6.4 The director shall review and grant or deny certificates for applications categorized as routine work within ten (10) days of receipt of a completed application. To be considered complete, an application shall include any exhibits or attachments deemed necessary by the director.

6.5 No decision by the director to approve a certificate of appropriateness for proposed routine work may be appealed. A decision to deny a certificate of appropriateness in such instances may be appealed by the applicant or property owner. Appeal is made to the Landmark Commission by submitting a written request for appeal to the director within ten days after the decision to deny.

6.6 Proposed work requiring review by the commission shall be reviewed by the commission within 45 days following the standard review procedure as outlined in Section 51A-4.501 of the Dallas Development Code, as amended.

Phyllis Wheatley Elementary School: Preservation Criteria Page 6 6.7 Certificates of appropriateness denied by the Landmark Commission may be appealed to the city plan commission in accordance with Section 51A-4.501 of the Dallas Development Code, as amended.

January 31, 1993 Revised: April 26, 1993

Phyllis Wheatley Elementary School: Preservation Criteria Page 7 ___ No Budd Zone

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