-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WsOBf4BCdpWAvqtT0CtpGl++0HYLrvbRuZQUMyi3BtGbPvlPRHSCjrvkOSPLpuv4 Q5J2BtyCEewqrQLnaBELYQ== 0001188112-09-000114.txt : 20090121 0001188112-09-000114.hdr.sgml : 20090121 20090121160456 ACCESSION NUMBER: 0001188112-09-000114 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090115 FILED AS OF DATE: 20090121 DATE AS OF CHANGE: 20090121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MASTANDREA JAMES C CENTRAL INDEX KEY: 0001225704 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50256 FILM NUMBER: 09536787 BUSINESS ADDRESS: BUSINESS PHONE: 2164302706 MAIL ADDRESS: STREET 1: 1240 HURON ROAD SUITE 301 CITY: CLEVELAND STATE: OH ZIP: 44115 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Whitestone REIT CENTRAL INDEX KEY: 0001175535 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 760594970 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2600 SOUTH GESSNER STREET 2: SUITE 500 CITY: HOUSTON STATE: TX ZIP: 77063 BUSINESS PHONE: 713-827-9595 MAIL ADDRESS: STREET 1: 2600 SOUTH GESSNER STREET 2: SUITE 500 CITY: HOUSTON STATE: TX ZIP: 77063 FORMER COMPANY: FORMER CONFORMED NAME: HARTMAN COMMERCIAL PROPERTIES REIT DATE OF NAME CHANGE: 20020613 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2009-01-15 0001175535 Whitestone REIT NONE 0001225704 MASTANDREA JAMES C 2600 S. GESSNER SUITE 500 HOUSTON TX 77063 1 1 0 0 Chairman & CEO Units 2009-01-15 4 J 0 703912 0 A 2009-01-15 Common Shares 703912 703912 I By L.P. Units (the "Units") of Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership ( the "Operating Partnership") are convertible on a one-for-one basis into common shares of beneficial interest in Whitestone REIT, par value $0.001 per share (the "Common Shares"). Units acquired by Midwest Development Venture IV, an Illinois limited partnership ("Midwest") in exchange for real property, as disclosed on Whitestone REITs current report on Form 8-K, filed January 21, 2009. Includes Units owned by Midwest. Mr. Mastandrea owns both a limited partner interest in this partnership and also owns 100% of the equity of the general partner of the partnership. As a result, Mr. Mastandrea may be deemed to be the beneficial owner of the Units held by this partnership. Therefore, the number of units reported herein as beneficially owned by Mr. Mastandrea includes the 703,912 units owned by Midwest. With the exception of those Units owned pursuant to his limited partner interest, in Midwest, Mr. Mastandrea disclaims beneficial ownership of the Units and all Common Shares into which the Units are convertible, except to the extent of his pecuniary interest in such Units or Common Shares. The Units are convertible on a one-for-one basis into Common Shares. None. /s/ David K. Holeman Attorney-In-Fact for James C. Mastandrea 2009-01-21 EX-24 2 poa_mastandrea.htm EXHIBIT 24 Unassociated Document
POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints each of John A. Good, Helen W. Brown, Catherine M. Harris and David K. Holeman signing singly, the undersigned's true and lawful attorney-in-fact to:

(1)           execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or trustee of Whitestone REIT (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

(2)           do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3)           take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.
 
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.
 
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
 
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 7th day of January 2009.

 
/s/ James C. Mastandrea
  
 
James C. Mastandrea
  
 
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