CDP Capital Acquisition of CRIIMI MAE

October 6, 2005

Cleary Gottlieb is representing Citigroup Global Markets Inc. as financial advisor to CRIIMI MAE, Inc. in its acquisition by CDP Capital-Financing Inc. The $328 million all-cash transaction was announced on October 6.

CRIIMI MAE is a commercial mortgage company structured as a REIT. CDP Capital-Financing is a subsidiary of Caisse de depot et placement du Quebec, a financial institution that manages funds primarily for public and private pension and insurance plans.

The merger allows CRIIMI MAE to solicit other acquisition or business combination proposals until December 1, and to terminate the merger agreement and accept a superior proposal upon reimbursement of CDP’s expens