Item 8.01 Other Events.

On June 26, 2008, AR Prime Holdings LLC ("AR Prime"), an entity of which Arbor Realty Trust, Inc. (the "Company") owns two thirds of the membership interests, entered into a contribution agreement pursuant to which it agreed to transfer its interest in Prime Outlets Acquisition Company LLC ("POAC"), in exchange for preferred and common operating partnership units of Lightstone Value Plus REIT L.P., the operating partnership of Lightstone Value Plus Real Estate Investment Trust, Inc. The preferred operating partnership units will be entitled to a return of approximately 4.6% per annum. Pursuant to the contribution agreement, the deadline for the consummation of the exchange transaction is June 26, 2009.

Through its interest in AR Prime, the Company will transfer 16.67% of its 24.17% interest in POAC, valued at approximately $37 million, pursuant to the contribution transaction. Upon the closing of the contribution transaction, the Company will retain a 7.5% interest in POAC.

Concurrently with the execution of the contribution agreement, Lightstone Value Plus Real Estate Investment Trust, Inc. made a loan to AR Prime, of which the Company's allocable portion is $33 million. This loan has an eight-year term and bears interest at 4.0% per annum. The loan is initially secured by the AR Prime's interest in POAC. Upon the closing of the contribution transaction, the loan will be secured by AR Prime's preferred and common operating partnership units in Lightstone Value Plus REIT L.P. Lightstone Value Plus REIT L.P. may redeem these preferred operating partnership units for cash at any time after the fifth anniversary of the execution of the contribution agreement. In that event, the loan to AR Prime would become due and payable. The Company intends to use the net proceeds from this loan to pay down a portion of its outstanding indebtedness, fund future investments and for general corporate purposes.

A related tax agreement provides for deferral of taxes on the transaction for an estimated period of five years, subject to certain carve out provisions.

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