Prospectus

Making of a Real Estate limited partnership

Prospectus 410 / Rigsby Self Storage L.P. 3419 Northeast Pkwy San Antonio, Texas 78218 210-829-7531 ext 1382

Investment Units Being Offered

25 investment units (Units) in 410 / Rigsby Self Storage, LP
A Texas limited partnership (The Partnership) With Jim Glasgow (General Partner) acting as general partner, to be formed for the purpose of acquiring, developing, owning, renting, maintaining, and or holding as an investment a self storage facility of at least 45,000 square feet to be constructed on property fronting Loop 410 East, in San Antonio, Texas

Price Per Limited Partnership Investment Unit $20,000
There will be no sales commission
Total Subscription $500,000

This limited partnership shall begin the day the certificate of the limited partnership is duly filed and shall continue until September 15th 2011 then terminated in accordance with the limited partnership agreement.

Appropriateness of Investment

These Units should be purchased only for long-term investments. Units are not freely transferable. No market exists for the Units or is expected to develop in the future. Premature sale of these securities is not advised.

Terms of offering

Minimum inscription: is $20,000 or one unit, in cash on subscription or before September 15Th 2004, The General Partner reserves the right to make final determination of the issuance of all units. Offering to terminate on or before September 15th 2004, (extendible up to 60 days).

The general Partner shall hold subscription proceeds in trust via an escrow account until Partnership is activated. In the event that a minimum of $400,000 is not subscribed, The General Partner shall have the option to purchase the remaining Units of the partnership for his own account, with the right to re-sell same, or the General Partner may terminate the offering and return the invested money to the subscribers without interest.

Return to limited partner

Each partner shall have a capital account maintained on the books of the partnership that includes invested capital plus 8% preferred simple accrued interest, minus that partner's allocations of net loss and share of distributions. Net income and net loss shall be allocated as follows:
a. Net operating income after payment of mortgage note or note interest (NOI) shall be first applied towards the limited partners 8% preferred simple accrued interest on their capital contribution.
b. Secondly, any monthly NOI in excess to payment of "a" above will be split evenly between the general partners (50%) and the limited partners (50%) to be distributed based on the limited partners prorated share of capital contribution.
c. Upon dissolution of the partnership, the capital account of the partners shall be returned to them.

Upon sale of the partnerships assets the net proceeds will be distributed as follows:
a. First to pay off all of the partnerships mortgages, debts and outstanding expenses.
b. Then to pay any expenses related to the disposal of the partnerships assets and dissolution of the partnership. c. Then return of the limited partner's original capital investment.
d. Then to payment of any fees due general partners under this agreement.
e. Then to bring current any interest owed to the limited partners.
f. The balance of the proceeds and any reserve account balance will be divided equally between the general partner (50%) and the limited partners (50%) based on their prorated capital contribution.

Re financing

Upon re financing for other than facility expansion of the partnerships assets, the net proceeds after cost of re financing will be distributed as follows:
a. To bring current any accrued interest owed to the limited partners.
b. Then return of the partner's original capital contributions.
c. Then to payment of any fees due the general partners under this agreement.
d. The balance of the proceeds will be divided equally between the general partners (50%) and the limited partners (50%) based on their prorated capital contribution.

Further Accessments

Further assessments are possible but not contemplated.

Distribution

Distribution and sales of Units will only be made through Jim Glasgow G.P. 3419 Northeast Pkwy San Antonio, Texas 78218 210-829-1482 ext 1382

Depreciation Method

The General Partner shall have the right to select the depreciation method most suitable to Partnership objectives. It is probable that the Partnership will use component depreciation to accelerate depreciation.

Leverage

The acquisition of the partnership property and development of improvements will be on 70% to 75% loan to 30% to 25% equity basis. The General Partner will sign the note(s).
The General Partner may elect to finance the partnerships assets during the term of the partnership to construct phase two or to return a portion of the limited partners contribution to the partner. The use of financing "leverage" could/would increase the rate of return on capital invested.

LOOP 410 East Self Storage

The Loop 410 / Rigsby Self Storage facility will be located between Hwy 10 east and Hwy 87 (Rigsby) along Loop 410E on the west side of the highway.

Feasibility Study

A self-storage market analysis and feasibility study was completed in October 2003, which showed.
The total estimated demand is: 45,000 square feet.
Recommend climate controlled space at: 20 - 25% of the proposed space.
Estimated rent per square foot: $8.24/SF
Estimated expenses per square foot: $2.95/SF
Estimated stabilized NOI per square foot: $4.40/SF (net operating income) excluding debt service.
Estimated lease up: 14 to 16 months
Estimated facility cost to be: $1,700,000 including land cost

General Market Overview

The subject is a proposed self-storage facility. General parameters in the industry indicate that a majority of the demand for these facilities will come from a three-mile radius. The location of the subject site does not present any major barriers within this radius and demand is based on a majority of the customers coming from the three-mile radius.

Population figures for the three-mile radius are provided by National Decision Systems as of September 3, 2003 and are based on the 2000 Census figures adjusted to 2003.

According to National Decision Systems figures the population growth is estimated to average approximately .9 percent per year over the next five years for the three-mile radius. National Decision Systems projects the three-mile population to be 41,296 in 2008.

The parameters of the subject sites are well located and as such should have the physical characteristics considered excellent for a potential self-storage development. The proposed location has good visibility along a well-traveled major thoroughfare. Assuming that the proposed project is well designed, well built, that it is priced competitively, that it includes amenities similar to the competition in the market and consists of the proper unit mix, the project is expected to capture more than it's fair  market share.

The complete 38-page feasibility study is available for review upon request.

Construction Cost

Estimated land size 2.4 acres
Estimated net rent-able square footage 45,000
Estimated cost of construction is $1,427,619
Estimated land cost is $504,000
Total cost estimate $1,827,619
Estimated loan amount $1,300,000

Compensation and Fees

The fees shown below were not determined by arms length negotiation.

For services as General Partner, for providing partnership management services, and assuming all of the risks and liabilities involved in the acquisition and management of such a project, the General Partner and affiliates are to be paid the following fees, profits, reimbursements and shares of distribution set forth below.

The General Partners shall be entitled to a monthly payment of 1% of the gross income as an asset management fee.

Any monthly NOI after note payments and bringing the limited partners accrued preferred interest payments current, and after bringing the reserve account current, will be split evenly between the General Partners (50%) and the limited partners (50%).

The General Partners shall be entitled to a developer's fee of $100,000.00 to be taken as limited partnership shares.

Upon re financing of the partnerships assets the net proceeds after cost of re financing and payment of any accrued preferred interest owed to the limited partners, and return of the limited partner's original capital contributions, and payment of any fees due the general partners under the limited partnership agreement, the balance of the proceeds will be divided equally between the general partners (50%) and the limited partners (50%) based on their prorated capital contribution.

Upon the sale of partnerships assets the balance of the proceeds and any reserve account balance after payments to limited partners as outlined here in at the Return to limited partners clause, will be divided equally between the general partner (50%) and the limited partners (50%) based on their prorated capital contribution.

The general partners shall receive 2% of the sales price as a disposition fee.

Dissolution and termination

The partnership is for a minimum term of three years or a maximum term of seven years at which time the partnerships assets are to be sold and the proceeds distributed as per the terms of the partnership agreement.

The general partner may sell the partnerships assets and terminate the partnership when in the general partners judgment it is in the best interest of the partnership to do so. Proceeds of a sale will be distributed according to the terms of the partnership agreement.

Life Insurance

Life insurance on the principal general partner(s) made payable to the partnership in the amount of $500,000, such proceeds to be used to reduce any of the partnership's outstanding mortgages, with any excess to be used for return of invested capital to the limited investors.

Management of the self-storage facility

Daily management of the self- storage facility will be contracted to a professional management company specializing in the self-storage industry.

Documents

Copies of the limited partnership agreement, the feasibility study and other related documents are available at the office of the General Partner.

Pro forma financial Projections*
*phase one only

Income
Year 1, -$138,815
Return (-16%)
Gross income $117,993
Expenses $122,460
NOI $4,467
Payments $78,000

Year 2, $323,012
Return 11%
Gross income $323,012
Expenses $125,297
NOI $149,264
Payments $93,000

Year 3, $351,432
Return 22%
Gross income $351,432
Expenses $148,258 NOI $203,173
Payments $93,000

Year 4, $360,217 Return 23%
Gross income $360,217
Expenses $152,215 NOI $208003
Payments $93,000

Year 5, $369,223 Return 24%
Gross income $369,223
Expenses $156,270
NOI $212,953
Payments $93,000

Lease up losses

Year 1, ($20,822)
Year 2, ($48,452)

Return is estimated based on a total investment capital account of $500,000

Sales price based on a 9% cap rate would be $2,350,000 For a Pro forma profit on the sale of the facility of approximately $550,000

A total return over five years of 115% of capital invested.

Risk

The General Partner has taken and will continue to take every reasonable precaution to mitigate the risk as much as possible. It is the belief of the General Partner that the estimates used in preparing the Pro forma are conservative and that with construction of a phase two to increase the available square footage for rent that the performance can be enhanced.

Some of the potential risks are

That land cannot be acquired for the price estimated.
That the interest rate on debt service will be higher than 7%. That a competitor opens up before we reach 80% occupancy. That a sale cannot be consummated at the time anticipated or for the price anticipated.

Conclusion

In the opinion of the General Partner, an investment in the securities of 410 Rigsby Self Storage, L.P. can be considered a conservative business risk, a rare opportunity to join other investors to develop a self-storage facility. The General Partner is of the opinion that the minimum return (on capital invested) over five years will be 75%, and the maximum return could be as high as 150% over five years.

In the opinion of the General Partner the feasibility study has underrated the market demand and the areas growth rate. Our research tells us that early losses from depreciation can only be used to offset other passive income and that long-term profits paid to Limited Partners will be taxed at capital gains rates. It is advisable that investors consult with their CPA.

The enclosed subscription agreement can be used to apply for shares in this investment.