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                              SEPARATION AGREEMENT

         THIS SEPARATION AGREEMENT is made and entered into this ____ day of
_____________, 2000, between ROBERT F. RICE ("Employee") and STONEHAVEN REALTY
TRUST F/K/A WELLINGTON PROPERTIES TRUST, a Maryland real estate investment trust
("Employer").

                                 R E C I T A L S
         The purpose of this Separation Agreement ("Agreement") is to set forth
the terms and conditions under which Employee and Employer will terminate their
employment relationship created by a certain Employment Agreement dated
October 1, 1999 ("Employment Agreement").

         In consideration of the Recital stated above and the mutual promises
made below, the parties agree as follows:

         1.       TERMINATION OF EMPLOYMENT. Employer and Employee hereby agree
                  that the employment relationship between Employer and Employee
                  is terminated effective June 30, 2000 (the "Termination
                  Date"). In addition thereto, Employee hereby resigns all
                  officer and director positions held with Employer including
                  President, Secretary and Director, effective the Termination
                  Date. Unless otherwise agreed, Employer will provide to
                  prospective future employers of Employee a letter including
                  Employee's position with Employer and the beginning and ending
                  dates of employment only. Employee and Employer both agree to
                  refrain from any disparagement of the other party in
                  discussions with third parties. Employer and Employee agree
                  that with the exception of Employee's continuing obligations
                  pursuant to Sections 6 and 7 of this Agreement and Section 4
                  of the Employment Agreement, all rights and obligations of the
                  parties with respect to the employment


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                  relationship and the Employment Agreement are terminated
                  effective June 30, 2000.

         2.       SEVERANCE. Employee will receive a severance settlement
                  consisting of Employee's normal salary through June 30, 2000
                  and a lump sum payment of $40,000.00 both subject to lawful
                  and customary withholding for tax and other purposes, which
                  lump sum will be paid to Employee with the payroll period
                  ending June 30, 2000.

         3.       INSURANCE. Employee may continue, to the extent provided by
                  COBRA and other applicable federal and state laws, to
                  participate in group health insurance programs offered by
                  Employer. Current levels of insurance coverage will be
                  maintained at Employer's expense through December 31, 2000.
                  Thereafter, Employee's continued participation shall be
                  dependent upon the timely monthly payment of the full actual
                  cost of the premiums and administrative fees for such
                  insurance.

         4.       COMPENSATION AND BENEFITS. Employee hereby acknowledges and
                  confirms that upon receipt of payments contemplated herein,
                  that he has been fully paid by Employer for all accrued
                  salary, bonuses, performance bonuses, severance pay, vacation
                  pay, sick pay and other compensation through the effective
                  date of termination as an Employee, except to the extent
                  provided in this Agreement, and that he has submitted requests
                  and been fully reimbursed by Employer for all expenses
                  incurred or advanced by him as an employee. Employee
                  specifically agrees that no performance bonuses are due nor
                  shall Employee be paid for any performance bonuses pursuant to
                  the Employment Agreement. Except as set forth below, to the
                  extent that Employee is a participant in employee benefit,
                  stock purchase or stock option plans through the Company, the
                  amount of any benefits or


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                  stock purchase rights and options due or payable thereunder
                  and the timing thereof shall be governed by the terms of such
                  employee benefit or stock plans. Specifically, Employee shall
                  be vested in options for 87,917 shares granted to Employee
                  pursuant to an Option Agreement dated October 1, 1999. The
                  options shall be exercisable on December 31, 2000 and for a
                  period of five (5) years thereafter. Employee acknowledges
                  that the modification of the options as provided herein
                  results in the possible loss of favorable tax status accorded
                  statutory options. Notwithstanding any other provisions of the
                  Option Agreement to the contrary, no additional options shall
                  vest pursuant to the Option Agreement.

         5.       RETURN OF PROPERTY. Employee agrees to return to Employer all
                  tangible property of Employer, including financial and
                  business reports and records, price lists, catalogs, and sales
                  and marketing materials and any and all correspondence and
                  documents, that Employee has in his possession, on or before
                  June 30, 2000.

         6.       COOPERATION AND ASSISTANCE. Between the date hereof and June
                  30, 2000, the Employee agrees to provide reasonable
                  cooperation and assistance to the Employer in connection with
                  transition of Employee's duties with Employer, including,
                  without limitation, the submission of all information and the
                  performance of all duties and obligations as directed by the
                  Employer's Board of Directors and Chief Executive Officer.

         7.       PROPRIETARY INFORMATION. Proprietary Information means any
                  information or compilation of information not generally known,
                  relating to the Employer's business which is not readily
                  ascertainable by persons in Employer's line of business and
                  has been expressly or implicitly protected by the Employer
                  from


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                  unrestricted use by persons not associated with Employer,
                  including trade secrets and inventions. Proprietary
                  Information includes, but is not limited to, the Employer's
                  research and development, management systems, marketing plans
                  and proposals, customer information, pricing lists and
                  policies, projections, photos, test data, costs, financial
                  data and business projections. Employee agrees not to disclose
                  or use such Proprietary Information for any purpose whatsoever
                  without the prior written consent of Employer. Further,
                  Employee agrees not to directly or indirectly disclose or make
                  available to anyone or use any Proprietary Information without
                  the prior consent of Employer. Employee agrees to deliver to
                  Employer all materials, including personal notes and
                  reproductions in possession of Employee relating to Employer's
                  business. The provisions of this Section 7 shall be in
                  addition to the provisions of Section 4 of the Employment
                  Agreement regarding "Confidential Information" which shall
                  remain in full force and effect notwithstanding termination of
                  the Employment Agreement.

         8.       NON-COMPETE AGREEMENT. The non-competition provisions of
                  Section 5 of the Employment Agreement, to the extent
                  applicable, are hereby terminated in all respects upon
                  execution hereof; provided, however, the applicable provisions
                  of Section 4 of the Employment Agreement shall remain in full
                  force and effect.

         9.       RELEASE OF CLAIMS. In consideration of the severance payment
                  to be made to the Employee by Employer, the Employee does
                  hereby release, acquit and forever discharge Employer, and all
                  of its shareholders, directors, officers, agents, employee,
                  affiliates, parents, successors and assigns from any and all
                  liability whatsoever arising from or relating to Employee's
                  employment by Employer and


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                  Employee's separation from employment with Employer (but shall
                  not serve to release Employee's claim for indemnification, if
                  applicable, for actions taken on behalf of Employer within the
                  scope of Employee's duties and authority). BY THIS AGREEMENT,
                  EMPLOYEE GIVES UP ANY RIGHT TO MAKE A CLAIM, BRING A LAWSUIT,
                  FILE AN ADMINISTRATIVE CHARGE OF DISCRIMINATION OR OTHERWISE
                  SEEK MONEY DAMAGES OR COURT ORDERS AS A RESULT OF EMPLOYEE'S
                  EMPLOYMENT BY EMPLOYER, OR OF EMPLOYEE'S SEPARATION FROM
                  EMPLOYMENT WITH EMPLOYER. Employee hereby acknowledges and
                  intends that this Agreement includes, but is not limited to,
                  any and all claims of wrongful termination, defamation,
                  intentional infliction of emotional distress, and any claims
                  under the Federal Age Discrimination and Employment Act, Title
                  VII of the Civil Rights Act of 1964, the Americans with
                  Disabilities Act, any provisions of Wisconsin law relative to
                  employment and discrimination, and any other state or federal
                  statutes prohibiting discrimination in employment. This
                  Agreement shall be binding upon the Employee and Employee's
                  heirs, administrators, representatives, executors, successors
                  and assigns.

         10.      VOLUNTARY AND KNOWING ACTION. Employee acknowledges that he
                  has read and understands the terms of this Agreement, that he
                  has had adequate prior opportunity to review the terms of this
                  Agreement with counsel of his choice, which Employer has
                  encouraged him to do, and that he has voluntarily entered into
                  this Agreement for the reasons set forth herein.


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         11.      Notification of Rights to Employee:

                  (a)      This Agreement contains a release of certain legal
                           rights which you may have. You should consult with an
                           attorney regarding such release and other aspects of
                           this Agreement before you sign this Agreement.

                  (b)      You have twenty-one (21) days to consider whether or
                           not to sign this Agreement, starting from the date
                           you first receive a copy of this Agreement. You may
                           sign this Agreement at any time during such
                           twenty-one (21) day period.

                  (c)      If you sign this Agreement and then revoke it, your
                           employment by Employer will terminate on June 30,
                           2000 in any event. Such termination will not be
                           affected by your acceptance and subsequent revocation
                           of this Agreement. If you do not accept this
                           Agreement, or if you revoke your acceptance of this
                           Agreement, Employer will not provide to you the
                           benefits described in this Agreement.

                  (d)      After you have accepted this Agreement by signing it,
                           you may revoke your acceptance for a period of seven
                           (7) days after the date you sign this Agreement. This
                           Agreement will not be effective until this seven (7)
                           day revocation period has expired.

                  (e)      If you wish to revoke your acceptance of this
                           Agreement, you must notify Employer in writing within
                           the seven (7) day revocation period. Such notice must
                           be delivered to Employer in person or mailed by
                           certified mail, return receipt requested, addressed
                           to Duane H. Lund, Chief Executive Officer, Stonehaven
                           Realty Trust, 2550 West University Avenue, Suite
                           240N, St. Paul, MN 55114. If you fail to properly
                           deliver or mail such written revocation as
                           instructed, your revocation will not be effective.

         IN WITNESS WHEREOF, the parties have caused this Agreement to be signed
on the day and year indicated above.

         EMPLOYER:                                  EMPLOYEE:

         STONEHAVEN REALTY TRUST F/K/A
         WELLINGTON PROPERTIES TRUST, a
         Maryland real estate investment trust


                                                    /s/ Robert F. Rice
                                                    ----------------------------
         By: /s/ Duane H. Lund                      Robert F. Rice, individually
             ---------------------------------
                  Its: Chief Executive Officer
                       -----------------------


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         I, Robert F. Rice, first received a copy of this Separation Agreement
on May 31, 2000.


                                                    /s/ Robert F. Rice
                                                    ----------------------------
                                                    Robert F. Rice



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