LINE OF CREDIT AGREEMENT

THIS LINE OF CREDIT  AGREEMENT (the  "Agreement")  is made and entered into this
26th day of March,  1996 by and between SANWA BANK  CALIFORNIA  (the "Bank") and
PUBLIC STORAGE PROPERTIES XIV, INC. (the "Borrower").

                                    SECTION 1
                                AGREEMENT TO LEND

          1.01  COMMITMENT TO LEND.  Subject to the terms and conditions of this
Agreement and so long as no Event of Default  occurs,  the Bank agrees to extend
to the Borrower the credit accommodations that follow.

          1.02  LINE OF  CREDIT.  The Bank  agrees to make  loans  and  advances
("Advances") to the Borrower, upon the Borrower's request therefor made prior to
the  Expiration  Date,  up  to a  total  principal  amount  from  time  to  time
outstanding of not more than  $2,500,000  (the "Line of Credit");  provided that
any sums repaid under the Line of Credit may be reborrowed.

               A. PURPOSE.  Advances made under the Line of Credit shall be used
for general working capital purposes and for stock repurchases.

               B. LINE ACCOUNT. The Bank shall maintain on its books a record of
account in which the Bank shall make  entries  for each  Advance  and such other
debits and credits as shall be appropriate in connection with the Line of Credit
the  ("Line  Account").  The Bank  shall  provide  the  Borrower  with a monthly
statement of the Borrower's Line Account, which statement shall be considered to
be correct and conclusively binding on the Borrower unless the Borrower notifies
the Bank to the contrary within 30 days after the Borrower's receipt of any such
statement which it deems to be incorrect.

               C. INTEREST.  Interest shall accrue from the date of each Advance
under the Line of Credit at one of the  following  rates,  as quoted by the Bank
and as elected by the Borrower  pursuant to paragraph 1.02 C 1 or paragraph 1.02
C 2 below:

                  1.  VARIABLE  RATE   ADVANCES:   A  variable  rate  per  annum
equivalent to an index for a variable  interest rate which is quoted,  published
or announced from time to time by the Bank as its reference rate (the "Reference
Rate")  and as to which  loans may be made by the Bank at,  below or above  such
reference  rate plus .25% (the  "Variable  Rate").  Interest  shall be  adjusted
concurrently  with any change in the  Reference  Rate. An Advance based upon the
Variable Rate is hereinafter referred to as a "Variable Rate Advance".

                  2. LIBOR  ADVANCES:  A fixed rate quoted by the Bank for 1, 2,
3, or 6 months  or for such  other  period  of time  that the Bank may quote and
offer  (provided  that any  such  period  of time  does not  extend  beyond  the
Expiration  Date) [the  "LIBOR  Interest  Period"]  for  Advances in the minimum
amount of $100,000 and in $10,000  increments  thereafter.  Such  interest  rate
shall be a percentage  approximately equivalent to 2.25% in excess of the Bank's
LIBOR Rate which is that rate  determined  by the Bank's  Treasury Desk as being
the  arithmetic  mean  (rounded  upwards,  if  necessary,  to the nearest  whole
multiple of  one-sixteenth  of one percent  (1//16%)) of the U.S.  dollar London
Interbank  Offered  Rates for such period  appearing on page 3750 (or such other
page as may  replace  page 3750 of the  Telerate  screen at or about  11:00 a.m.
(London time) on the second  Business Day prior to the first days of such period
(adjusted for any and all assessments, surcharges and reserve requirements) [the
"LIBOR Rate"].  An Advance based upon the LIBOR Rate is hereinafter  referred to
as the "LIBOR Advance".

                  Interest on any Advance  shall be computed on the basis of 360
days per year, but charged on the actual number of days elapsed.

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<PAGE>

                  Interest on Variable Rate Advances and LIBOR Advances shall be
paid in monthly installments  commencing on the first day of the month following
the date of the first such Advance and continuing on the first day of each month
thereafter.

                  If  interest  is not paid as and  when it is due,  it shall be
added to the  principal,  become  and be treated  as a part  thereof,  and shall
thereafter bear like interest.

               D. NOTICE OF ELECTION TO ADJUST  INTEREST  RATE. The Borrower may
elect:

                  1. That  interest on a Variable Rate Advance shall be adjusted
to  accrue at the LIBOR  Rate;  provided,  however,  that such  notice  shall be
received  by the Bank no later  than two  business  days prior to the day (which
shall be a  business  day) on which  the  Borrower  requests  that  interest  be
adjusted to accrue at the LIBOR Rate.

                  2. That interest on a LIBOR  Advance shall  continue to accrue
at a newly  quoted  LIBOR Rate or shall be adjusted to commence to accrue at the
Variable Rate; provided, however, that such notice shall be received by the Bank
no later  than two  business  days  prior to the last day of the LIBOR  Interest
Period  pertaining  to such LIBOR  Advance.  If the Bank shall not have received
notice (as prescribed  herein) of the  Borrower's  election that interest on any
LIBOR  Advance  shall  continue to accrue at the newly  quoted  LIBOR Rate,  the
Borrower shall be deemed to have elected that interest thereon shall be adjusted
to accrue at the Variable Rate upon the expiration of the LIBOR Interest  Period
pertaining to such Advance.

               E. PREPAYMENT. The Borrower may prepay any Advance in whole or in
part, at any time and without penalty, provided,  however, that: (i) any partial
prepayment shall first be applied,  at the Bank's option,  to accrued and unpaid
interest  and next to the  outstanding  principal  balance;  and (ii) during any
period of time in which  interest is accruing on any Advance on the basis of the
LIBOR Rate, no prepayment shall be made except on a day which is the last day of
the LIBOR Interest Period  pertaining  thereto.  If the whole or any part of any
LIBOR Advance is prepaid by reason of  acceleration  or otherwise,  the Borrower
shall,  upon the Bank's request,  promptly pay to and indemnify the Bank for all
costs and any loss (including  interest)  actually  incurred by the Bank and any
loss  (including  loss of  profit  resulting  from the  re-employment  of funds)
sustained by the Bank as a consequence of such prepayment.

               F.  INDEMNIFICATION  FOR LIBOR RATE  COSTS.  During any period of
time in which  interest  on any  Advance is accruing on the basis of LIBOR Rate,
the Borrower shall,  upon the Bank's request,  promptly pay to and reimburse the
Bank for all  costs  incurred  and  payments  made by the Bank by  reason of any
future assessment, reserve, deposit or similar requirement or any surcharge, tax
or fee imposed  upon the Bank or as a result of the Bank's  compliance  with any
directive or requirement of any regulatory  authority  pertaining or relating to
funds used by the Bank in quoting and determining the LIBOR Rate.

               G. CONVERSION FROM LIBOR RATE TO VARIABLE RATE. In the event that
the Bank shall at any time  determine  that the accrual of interest on the basis
of the LIBOR Rate (i) is infeasible  because the Bank is unable to determine the
LIBOR Rate due to the  unavailability  of U.S.  dollar  deposits,  contracts  or
certificates  of deposit in an amount  approximately  equal to the amount of the
relevant Advance and for a period of time approximately  equal to relevant LIBOR
Interest Period or (ii) is or has become unlawful or infeasible by reason of the
Bank's compliance with any new law, rule, regulation, guideline or order, or any
new  interpretation  of any present law, rule,  regulation,  guideline or order,
then the Bank shall give  telephonic  notice thereof  (confirming in writing) to
the Borrower, in which event the LIBOR Advance, shall be deemed to be a Variable
Rate Advance and interest  shall  thereupon  immediately  accrue at the Variable
Rate.

               H.  PRINCIPAL.  Unless sooner due in accordance with the terms of
this Agreement,  on the Expiration Date, the Borrower hereby promises and agrees
to pay to the Bank in full the aggregate unpaid principal amount of all Advances
then outstanding, together with all accrued and unpaid interest thereon.
 
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<PAGE>

               I.  EXPIRATION OF LINE OF CREDIT.  Unless  earlier  terminated in
accordance  with the terms of this  Agreement,  the  Bank's  commitment  to make
Advances to the Borrower  hereunder shall  automatically  expire on December 31,
1998 (the "Expiration Date").

               J.  DISBURSEMENT  OF PROCEEDS  FROM  ADVANCES.  Any Advance  made
hereunder  shall  be  conclusively  presumed  to have  been  made to and for the
Borrower's benefit when the proceeds of such Advance are disbursed in accordance
with the Borrower's  instructions  or deposited  into a checking  account of the
Borrower maintained at the Bank.

          1.03  TERM  LOAN.  The  Bank  agrees  to lend to the  Borrower  on the
Expiration Date, upon the Borrower's request therefore, up to the maximum amount
of $2,500,000 (the "Term Loan").

               A.  PURPOSE.  Proceeds  from  the  Term  Loan  shall  be  used to
refinance the Line of Credit.

               B. TERM LOAN  ACCOUNT.  The Bank  shall  maintain  on its books a
record of  account  in which  the Bank  shall  make  entries  setting  forth all
payments  made,  the  application  of such  payments to interest and  principal,
accrued and unpaid interest (if any) and the outstanding principal balance under
the Term Loan (the "Term Loan  Account").  The Bank shall  provide the  Borrower
with a monthly  statement of the Borrower's  Term Loan Account,  which statement
shall be  considered  to be correct  and  conclusively  binding on the  Borrower
unless the Borrower  notifies the Bank to the contrary  within 30 days after the
Borrower's receipt of any such statement which deems to be incorrect.

               C. INTEREST.  Interest shall accrue at one of the following rates
as elected by Borrower:

                  a. VARIABLE RATE BALANCES.  The outstanding  principal balance
of the Term Loan ("Term  Balance") shall bear interest at a rate per annum equal
to  Bank's  Reference  Rate,  as it may  change  from  time to time,  plus  .25%
("Variable Rate Balances").  The rate of interest shall be adjusted concurrently
with any change in Bank's Reference Rate.

                  b. FIXED RATE BALANCES. In addition to Variable Rate Balances,
the Bank hereby  agrees to make the Term  Balance or a portion  thereof,  accrue
interest at a fixed rate quoted by the Bank for 1, 2, 3, or 6 months or for such
other period of time that the Bank may quote and offer  (provided  that any such
period of time does not extend maturity date hereof) [the "Interest Period"] for
Term  Balances  in the  minimum  amount of  $100,000  and in $10,000  increments
thereafter. Such interest rate shall be a percentage approximately equivalent to
2.25% in excess of the Bank's  LIBOR Rate which is that rate  determined  by the
Bank's  Treasury  Desk  as  being  the  arithmetic  mean  (rounded  upwards,  if
necessary, to the nearest whole multiple of one-sixteenth of one percent (1/16%)
of the U.S. dollar London  Interbank  Offered Rates for such period appearing on
page 3750 (or such other page as may replace page 3750 of the Telerate screen at
or about 11:00 a.m.  (London time) on the second Business Day prior to the first
days of such  period  (adjusted  for any  and all  assessments,  surcharges  and
reserve  requirements)  [the "Fixed  Rate"].  Term Balances based upon the Fixed
Rate are hereinafter referred to as "Fixed Rate Balances".

               Borrower  hereby promises and agrees to pay interest on any Fixed
Rate Balances and Variable Rate Balances  monthly in arrears on the 1st calendar
day of each month.

               Interest  shall be  calculated  on a year of 360 days for  actual
days elapsed.

                  c. NOTICE OF ELECTION TO ADJUST INTEREST RATE. Upon telephonic
notice  which shall be  received by the Bank at or before 2:00 p.m.  (California
time) on a business day, the Borrower may elect:

                                       3
<PAGE>


                  (1) That interest on a Variable Rate Balance shall be adjusted
to accrued at the Fixed  Rate;  provided,  however,  that such  notice  shall be
received  by the Bank no later  than two  business  days prior to the day (which
shall be a business day) on which Borrower requests that interest be adjusted to
accrue at the Fixed Rate.

                  (2) That  interest on a Fixed Rate Balance  shall  continue to
accrue at a newly  quoted  Fixed Rate or shall be adjusted to commence to accrue
at the Variable  Rate;  provided,  however that such notice shall be received by
the Bank no later than two  business  days prior to the last day of the Interest
Period  pertaining  to such  Fixed  Rate  Balance.  If the Bank  shall  not have
received notice as prescribed herein of Borrower's election that interest on any
Fixed Rate Balance shall continue to accrue at the Fixed Rate, Borrower shall be
deemed to have elected that interest  thereon shall be adjusted to accrue at the
Variable Rate upon the expiration of the Interest Period pertaining to such Term
Balance.

               d.  PROHIBITION   AGAINST  PREPAYMENT  OF  FIXED  RATE  BALANCES.
Notwithstanding  anything to the contrary in the Agreement,  no prepayment shall
be made on any Fixed Rate  Balance  except on a day which is the last day of the
Interest Period pertaining  thereto.  If the whole or any part of any Fixed Rate
Balance is prepaid by reason of  acceleration  or otherwise,  the Borrower shall
upon the Bank's  request,  promptly pay to and  indemnify the Bank for all costs
and any loss  (including  interest)  actually  incurred by the Bank and any loss
(including loss of profit  resulting from the  re-employment of funds) sustained
by the Bank as a consequence of such  prepayment.  Any prepayment shall first be
applied to pay accrued interest, then be applied to reduce the principal balance
payable on the date set forth in numbered  subparagraph D  hereinbelow,  and the
remaining  portion (if any) of such prepayment  shall then be applied to pay the
principal installment(s) of latest maturity under the Note.

               e.  INDEMNIFICATION  FOR FIXED RATE  COSTS.  During any period of
time in which  interest on any Term  Balance is accruing on the Fixed Rate,  the
Borrower shall, upon the Bank's request,  promptly pay to and reimburse the Bank
for all costs  incurred  and  payments  made by the Bank by reason of any future
assessment, reserve deposit or similar requirements or any surcharge, tax or fee
imposed upon the Bank or as a result of the Bank's compliance with any directive
or requirement of any regulatory  authority pertaining or relating to funds used
by the Bank in quoting and determining the Fixed Rate.

               f. CONVERSION FROM FIXED RATE TO VARIABLE RATE. In the event that
the Bank shall at any time  determine  that the accrual of interest on the basis
of the Fixed Rate (i) is infeasible  because the Bank is unable to determine the
Fixed Rate due to the  unavailability  of U.S.  dollar  deposits,  contracts  or
certificates  of deposit in an amount  approximately  equal to the amount of the
relevant  Balance and for a period of time  approximately  equal to the relevant
Interest  Period;  or (ii) is or has become  unlawful or infeasible by reason of
the Bank's compliance with any new law, rule, regulation, guideline or order, or
any new interpretation of any present law, rule,  regulation guideline or order,
then the Bank shall give telephonic notice thereof (confirmed in writing) to the
Borrower, in which event any Fixed Rate Balance shall be deemed to be a Variable
Rate Balance and interest  shall  thereupon  immediately  accrue at the Variable
Rate.

               D.  Principal.  The  Borrower  hereby  promises and agrees to pay
principal in 11 equal monthly  installments  in an amount equal to 1/48th of the
outstanding  principal  amount  of the Line of  Credit  on  December  31,  1998,
commencing  on January 31,  1999.  On December 31,  1999,  the  Borrower  hereby
promises  and  agrees  to pay the  Bank the  entire  unpaid  principal  balance,
together with accrued and unpaid interest.

          1.04 Late  Payment:  If any payment of principal  or interest,  or any
portion thereof,  under this Agreement is not paid within (10) ten calendar days
after it is due, a late  payment  charge equal to five percent (5%) of such past
due payment may be assessed and shall be immediately payable.

          1.05 Account Debit.  Borrower hereby  authorizes Bank to charge,  from
time to time,  against any or all of any Borrower's  deposit  accounts with Bank
any amount due under this Agreement.

                                       4
<PAGE>

          Each  payment  received by the Bank shall,  at the Bank's  option,  be
applied to pay interest then due and unpaid and the  remainder  thereof (if any)
shall be applied to pay principal.

                                   SECTION II
                              CONDITIONS PRECEDENT

          2.01 CONDITIONS PRECEDENT TO FIRST ADVANCE. Prior to the first Advance
hereunder  the Borrower  shall  deliver or cause to be delivered to the Bank, in
form and substance satisfactory to the Bank:

               A.  AUTHORITY  TO  BORROW.  Evidence  relating  to the duly given
approval and  authorization  of the execution,  delivery and performance of this
Agreement,  all other documents,  instruments and agreements required under this
Agreement  and all  other  actions  to be taken  by the  Borrower  hereunder  or
thereunder.

               B. LOAN DOCUMENTS. The documents described herein, as applicable,
and all other  documents,  instruments  and agreements  required or necessary to
consummate the transactions  contemplated under this Agreement (collectively the
"Loan Documents"), all fully executed.

               C. LOAN FEES. A loan fee of $6,250.

               D. MISCELLANEOUS DOCUMENTS.  Such other documents and opinions as
the  Bank  may  require  with  respect  to the  transactions  described  in this
Agreement.

          2.02 CONDITIONS PRECEDENT TO ALL ADVANCES.  The obligation of the Bank
to make each  Advance  (including  the first  Advance) is subject to the further
conditions  precedent  that, as of the date of each Advance and after the making
of such Advance:

               A.  REPRESENTATIONS  AND  WARRANTIES.   The  representations  and
warranties set forth in Section III hereof and in any other document, instrument
agreement or certificate delivered to the Bank hereunder are true and correct.

               B. EVENT OF  DEFAULT.  No event has  occurred  and is  continuing
which constitutes, or, with the lapse of time or giving of notice or both, would
constitute an Event of Default as defined in Section V hereof.

          For the purposes hereof, the Borrower's  acceptance of the proceeds of
any Advance  shall be deemed to constitute  the  Borrower's  representation  and
warranty  that the  statements  set forth in section 2.02 A and 2.02 B above are
true and correct.

                                   SECTION III
                         REPRESENTATIONS AND WARRANTIES

          The Borrower hereby makes the following representations and warranties
to the Bank, which representations and warranties are continuing:

          3.01 STATUS. The Borrower is a corporation, duly organized and validly
existing  under the laws of the State of  California  and is properly  licensed,
qualified  to do business  and in good  standing  in, and,  where  necessary  to
maintain the Borrower's rights and privileges,  has complied with the fictitious
name statute of every jurisdiction in which the Borrower is doing business.

                                       5
<PAGE>


          3.02  AUTHORITY.  The  execution,  delivery  and  performance  by  the
Borrower of this Agreement and the Loan Documents have been duly  authorized and
do not and will not:  (i) violate any  provision  of any law,  rule  regulation,
writ,  judgment or injunction  presently in effect affecting the Borrower;  (ii)
result in a breach of or  constitute a default  under any material  agreement to
which the Borrower is a party or by which it or its  properties  may be bound of
affected;  (iii) require any consent or approval of its  stockholders or violate
any provision of its articles of incorporation or by-laws.

          3.03 LEGAL  EFFECT.  This  Agreement  constitutes,  and any  document,
instrument or agreement  required  hereunder  when  delivered  will  constitute,
legal,  valid and binding  obligations of the Borrower  enforceable  against the
Borrower in accordance with their respective terms.

          3.04  FICTITIOUS  TRADE STYLES.  There are no fictitious  trade styles
used by the Borrower in connection with its business operations,  other than the
following  service  marks:  "Public  Storage"  and "PS:  Public  Storage  Rental
Spaces".  The  Borrower  shall  notify  the Bank not less than 30 days  prior to
effecting any change in the matters described herein or prior to using any other
fictitious  trade  style at any  future  date,  indicating  the trade  style and
state(s) of its use.

          3.05 FINANCIAL STATEMENTS.  All financial statements,  information and
other  data  which may have  been or which may  hereafter  be  submitted  by the
Borrower  to the bank are true,  accurate  and  correct and have been or will be
prepared  in  accordance   with   generally   accepted   accounting   principles
consistently applied and accurately represent the Borrower's financial condition
or, as  applicable,  the other  information  disclosed  therein.  Since the most
recent submission of any such financial statement,  information or other data to
the Bank, the Borrower  represents and warrants that no material  adverse change
in the Borrower's  financial  condition or operations has occurred which has not
been fully disclosed to the Bank in writing.

          3.06 LITIGATION. Except as have been disclosed to the Bank in writing,
there are no actions,  suits or proceedings  pending or, to the knowledge of the
Borrower,  threatened  against  or  affecting  the  Borrower  or the  Borrower's
properties  before  any court or  administrative  agency  which,  if  determined
adversely  to  the  Borrower,  would  have  a  material  adverse  effect  on the
Borrower's financial condition or operations.

          3.07 TITLE TO  ASSETS;  PERMITTED  LIENS.  The  Borrower  has good and
marketable  title  to all of its  assets  and the same  are not  subject  to any
security  interest,  encumbrance,  lien or claim of any third person other than:
(i) liens and security interests  securing  indebtedness owed by the Borrower to
the Bank;  (ii) liens for taxes,  assessments or similar  charges either not yet
due  or  being  duly  contested  in  good  faith;   (iii)  liens  of  mechanics,
materialmen,  warehousemen or other like liens arising in the ordinary course of
business and securing  obligations which are not yet delinquent;  (iv) liens and
security interests which, as of the date of this Agreement,  have been disclosed
to and  approved by the Bank in writing;  (v)  purchase  money liens or purchase
money  security  interests  upon  or in any  property  acquired  or  held by the
Borrower in the ordinary course of business to secure  indebtedness  outstanding
on the date hereof or permitted to be incurred  hereunder;  and (vi) those liens
and security  interests  which in the aggregate  constitute  an  immaterial  and
insignificant  monetary  amount with respect to the net value of the  Borrower's
assets (collectively "Permitted Liens").

          3.08  ERISA.  If  the  Borrower  has  a  pension,  profit  sharing  or
retirement plan subject the Employee  Retirement Income Security Act of 1974, as
amended  from time to time,  including  any rules  and  regulations  promulgated
thereunder  ("ERISA"),  such  plan has been and will  continue  to be  funded in
accordance  with its terms and  otherwise  complies with and continues to comply
with the requirements of ERISA.

          3.09 TAXES.  The  Borrower  has filed all tax  returns  required to be
filed  and paid all  taxes  shown  thereon  to be due,  including  interest  and
penalties,  other than taxes  which are  currently  payable  without  penalty or
interest or those which are being duly contested in good faith.

          3.10  ENVIRONMENTAL  COMPLIANCE.  The  Borrower  has  implemented  and
complied in all material respects with all applicable  federal,  state and local
laws,  ordinances,  statutes and regulations  with respect to hazardous or toxic
wastes,  substances or related  materials,  industrial  hygiene or environmental
conditions. There are not suits, proceedings,  claims or disputes pending or, to
the knowledge of the Borrower,  threatened  against or affecting the Borrower or
its property claiming violations of any federal,  state or local law, ordinance,
statute or  regulation  relating to hazardous  or toxic  wastes,  substances  or
related materials.

                                       6
<PAGE>

          3.11 MARGIN  STOCK.  The  proceeds  of any  Advance  under the Line of
Credit  will not be used to  purchase  or  carry  margin  stock as such  term in
defined  under  Regulation U of the Board of  Governors  of the Federal  Reserve
System.

                                   SECTION IV
                                    COVENANTS

          The  Borrower  covenants  and  agrees  that,  during  the term of this
Agreement,  and so long thereafter as the Borrower is indebted to the Bank under
this  Agreement,  the  Borrower  shall,  unless the Bank  otherwise  consents in
writing:

          4.01 COMPLIANCE WITH APPLICABLE LAWS. Maintain and preserve all rights
and  privileges  now enjoyed;  and conducts its business in accordance  with all
applicable laws, rules and regulations.

          4.02 MAINTENANCE OF INSURANCE.  Maintain insurance in such amounts and
covering  such  risks as is  usually  carried  by  companies  engaged in similar
businesses and owning similar  properties in the same general areas in which the
Borrower  operates and maintain  such other  insurance  and  coverages as may be
required by the Bank.

          4.03  PAYMENT OF  OBLIGATIONS  AND TAXES.  Make timely  payment of all
assessments and taxes and all of its liabilities and obligations unless the same
are being contested in good faith.

          4.04 INSPECTION  RIGHTS.  At any reasonable time and from time to time
permit the Bank or any representative  thereof to examine and make copies of the
records and visit the properties of the Borrower and to discuss the business and
operations of the Borrower with any employee or representative  thereof.  If the
Borrower now or at any time hereafter maintains any records (including,  but not
limited to, computer  generated records and computer programs for the generation
of such records) in the possession of a third party,  the Borrower hereby agrees
to notify such third party to permit the Bank free access to such records at all
reasonable  time and to  provide  the Bank  with  copies of any  records  it may
request,  all at the  Borrower's  expense,  the amount of which shall be payable
immediately upon demand.

          4.05 REPORTING  REQUIREMENTS.  Deliver or cause to be delivered to the
Bank in form and detail satisfactory to the Bank:

               A.  ANNUAL  STATEMENTS.  Not later  than 90 days after the end of
each of the  Borrower's  fiscal years,  a copy of the annual  audited  financial
report of the Borrower  for such year,  which report shall be prepared by a firm
of certified public accountants acceptable to Bank, and a copy of the Borrower's
Form 10-K filed with the Securities and Exchange Commission.

               B.  INTERIM  STATEMENTS.  Not later than 45 days after the end of
each fiscal quarter,  the Borrower's  financial  statement as of the end of such
quarter and a copy of the  Borrower's  Form 10-Q filed with the  Securities  and
Exchange Commission.

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<PAGE>
               C. COMPLIANCE  CERTIFICATE.  Not later than 90 days after the end
of each  fiscal  year  and 45 days  after  the end of  each  fiscal  quarter,  a
certificate  signed by the chief financial officer or other financial officer of
the Borrower stating that the  representations  and warranties  contained herein
and in any other  document,  instrument  or  certificate  delivered  to the Bank
hereunder  are correct and that no event has  occurred and is  continuing  which
constitutes,  or,  with the lapse of time or  giving  of  notice or both,  would
constitute  an Event of Default  hereunder,  substantially  in the form attached
hereto.

               D. OTHER  INFORMATION.  Promptly  upon the Bank's  request,  such
other information pertaining to the Borrower as the Bank may reasonably request.

          4.06  ADDITIONAL  INDEBTEDNESS.  Not,  after the date hereof,  create,
incur or assume,  directly or indirectly,  any liability or  indebtedness  other
than (i)  indebtedness  owed or to be owed to the Bank or (ii)  indebtedness  to
trade creditors incurred in the ordinary course of the Borrower's business.

          4.07 LIENS AND ENCUMBRANCES. Not create, assume or permit to exist any
security interest, encumbrance, mortgage, deed of trust or other lien including,
but not limited to, a lien of attachment,  judgment or execution)  affecting any
of the  Borrower's  properties,  or execute  or allow to be filed any  financing
statement or  continuation  thereof  affecting any such  properties,  except for
Permitted Liens and as otherwise provided in this Agreement.

          4.08 CHANGE IN THE NATURE OF BUSINESS. Not make any material change in
its  financial  structure  or in the  nature  of its  business  as  existing  or
conducted as of the date of this Agreement.

          4.09 FINANCIAL CONDITION. Maintain at all times:

               A.  ADVANCES  TO  ASSETS.  A  ratio  of  the  aggregate  Advances
outstanding hereunder to total assets of not more than .15 to 1.

               B. DEBT TO EQUITY.  A debt to  shareholders  equity  ratio of not
more than .20 to 1.

               C. FIXED CHARGE  COVERAGE RATIO. A ratio of the sum of net profit
plus  depreciation and amortization  expense plus non-cash charges plus interest
expense to sum of the current  portion of long term debt plus interest  expense,
plus dividends plus capital  expenditures  of not less than 1 to 1 at the end of
each fiscal quarter for the immediately preceding four fiscal quarters.

         For  purposes of the  foregoing,  the term "debt" shall mean all of the
Borrower's liabilities excluding  indebtedness  subordinated (by its terms or by
written agreement) to indebtedness owed by the Borrower to the Bank.

          4.10 NOTICES.  Give prompt  written  notice to the Bank of any and all
Events of Default and litigation,  arbitration or administrative  proceedings to
which  the  Borrower  is a party and in which  the  claim or  liability  exceeds
$100,000.

          4.11  PRESERVATION  OF EXISTENCE;  COMPLIANCE  WITH  APPLICABLE  LAWS.
Maintain and preserve  existence and all rights and privileges now enjoyed;  not
liquidate or dissolve,  merge or consolidate  with or into, or acquire any other
business  organization;   and  conduct  its  business  in  accordance  with  all
applicable laws, rules and regulations.

          4.12 TRANSFER ASSETS. Not sell, contract for sale,  transfer,  convey,
assign,  lease or sublet  any of its  assets  except in the  ordinary  course of
business as presently  conducted by the Borrower,  and then, only for full, fair
and reasonable consideration.

                                       8

<PAGE>
          4.13 ENVIRONMENTAL COMPLIANCE. The Borrower shall:

               A.  Implement  and  comply  in all  material  respects  with  all
applicable federal, state and local laws,  ordinances,  statutes and regulations
with respect to  hazardous or toxic  wastes,  substances  or related  materials,
industrial hygiene or to environmental conditions.

               B. Not own, use, generate,  manufacture,  store,  handle,  treat,
release or dispose  of any  hazardous  or toxic  wastes,  substances  or related
materials.

               C.  Give  prompt  written  notice  of any  discovery  of or suit,
proceeding,  claim, dispute,  threat,  inquiry or filing respecting hazardous or
toxic wastes, substances or related materials.

               D. At all times indemnify and hold harmless Bank from and against
any and all liability arising out of the use, generation,  manufacture, storage,
handling,  treatment,  disposal  or  presence  of  hazardous  or  toxic  wastes,
substances or related materials.

                                    SECTION V
                                EVENTS OF DEFAULT

          Any one or more of the following  described events shall constitute an
event of default (an "Event of Default") under this Agreement:

          5.01  NON-PAYMENT.  The  Borrower  shall  fail to pay any  payment  of
principal or interest or any other sum referred to in this  Agreement  within 10
days of when due.

          5.02 PERFORMANCE UNDER THIS AND OTHER  AGREEMENTS.  The Borrower shall
fail in any  material  respect  to  perform or  observe  any term,  covenant  or
agreement  contained  in  this  Agreement  or in  any  document,  instrument  or
agreement  evidencing or relating to any  indebtedness of the Borrower  (whether
owed to the  Bank or third  persons),  and any such  failure  (exclusive  of the
payment of money to the Bank under this  Agreement or under any other  document,
instrument or agreement,  which  failure  shall  constitute  and be an immediate
Event of Default if not paid when due or when demanded to be due) shall continue
for more than 30 days after written  notice from the Bank to the Borrower of the
existence and character of such Event of Default.

          5.03  REPRESENTATIONS  AND  WARRANTIES;   FINANCIAL  STATEMENTS.   Any
representation or warranty made by the Borrower under or in connection with this
Agreement or any  financial  statement  given by the  Borrower or any  Guarantor
shall prove to have been  incorrect in any  material  respect when made or given
when deemed to have been made or given.

          5.04  INSOLVENCY.  The  Borrower or any  Guarantor  shall:  (i) become
insolvent or be unable to pay its debts as they mature;  (ii) make an assignment
for the  benefit  of  creditors  or to an  agent  authorized  to  liquidate  any
substantial amount of its properties or assets;  (iii) file a voluntary petition
in bankruptcy or seeking reorganization or to effect a plan or other arrangement
with  creditors;  (iv) file an answer  admitting the material  allegations of an
involuntary  petition  relating to bankruptcy or  reorganization  or join in any
such  petition;  (v)  become or be  adjudicated  a  bankrupt;  (vi) apply for or
consent to the appointment of, or consent that an order be made,  appointing any
receiver,  custodian or trustee for itself or any of its  properties,  assets or
businesses;  or (vii)  any  receiver,  custodian  or  trustee  shall  have  been
appointed for all or a substantial part of its properties,  assets or businesses
and shall not be discharged within 30 days after the date of such appointment.

          5.05  EXECUTION.  Any writ of execution or  attachment or any judgment
lien shall be issued  against  any  property  of the  Borrower  and shall not be
discharged  or bonded  against or released  within 30 days after the issuance or
attachment of such writ or lien.

          5.06   SUSPENSION.   The  Borrower  shall   voluntarily   suspend  the
transaction of business or allow to be suspended, terminated, revoked or expired
any permit,  license or approval of any  governmental  body necessary to conduct
the Borrower's business as now conducted.

                                       9
<PAGE>

          5.07  MANAGEMENT  AGREEMENT.  Any  breach  of or  termination  of that
certain  management  agreement  by  and  between  Borrower  and  Public  Storage
Management, Inc.

                                   SECTION VI
                               REMEDIES OF DEFAULT

          Upon the occurrence of any Event of Default, the Bank may, at its sole
election, without demand any upon only such notice may be required by law:

          6.01 ACCELERATION.  Declare any or all of the Borrower's  indebtedness
owing to the Bank,  whether  under this  Agreement or under any other  document,
instrument or agreement,  immediately due and payable,  whether or not otherwise
due and payable.

          6.02 CEASE  EXTENDING  CREDIT.  Cease  making  Advances  or  otherwise
extending  credit to or for the account of the Borrower  under this Agreement or
under any other  agreement  now existing or  hereafter  entered into between the
Borrower and the Bank.

          6.03 TERMINATION. Terminate this Agreement as to any future obligation
of the Bank without  affecting  the  Borrower's  obligations  to the Bank or the
Bank's  rights and remedies  under this  Agreement or under any other  document,
instrument or agreement.

          6.04  NON-EXCLUSIVITY OF REMEDIES.  Exercise one or more of the Bank's
rights set forth herein or seek such other  rights or pursue  other  remedies as
may be  provided  by law, in equity or in any other  agreement  now  existing or
hereafter entered into between the Borrower and the Bank, or otherwise.

                                   SECTION VII
                            MISCELLANEOUS PROVISIONS

          7.01 AMOUNTS PAYABLE ON DEMAND. If the Borrower fails to pay on demand
any amount so  payable  under this  Agreement,  the Bank may,  at its option and
without any  obligation to do so and without  waiving any default  occasioned by
the Borrower's failure to pay such amount,  create an Advance in an amount equal
to the amount so  payable,  which  Advance  shall  thereafter  bear  interest as
provided under the Line of Credit.

          7.02 DEFAULT INTEREST RATE. If an Event of Default,  or an event which
, with notice or passage of time could become an Event of Default,  has occurred
or  is  continuing,  the  Borrower  shall  pay  to  the  Bank  interest  on  any
indebtedness  or amount  payable  under this  Agreement at a rate which is 3% in
excess of the rate or rates then in effect under this Agreement.

          7.03   ACCOUNTING  AND  OTHER  TERMS.   All  references  to  financial
statements,  assets,  liabilities and similar  accounting terms not specifically
defined in this Agreement shall mean such financial statements prepared and such
terms  determined in accordance with generally  accepted  accounting  principles
consistently  applied.  Except where otherwise specified in this Agreement,  all
financial  data  submitted  or to be  submitted  to the  Bank  pursuant  to this
Agreement  shall be prepared in accordance  with generally  accepted  accounting
principles  consistently applied.  Terms not otherwise defined in this Agreement
shall  have the  meanings  attributed  to such terms in the  California  Uniform
Commercial Code.

                                       10
<PAGE>


          7.04 RELIANCE. Each warranty,  representation,  covenant and agreement
contained in this Agreement shall be  conclusively  presumed to have been relied
upon by the Bank regardless of any investigation  made or information  possessed
by the Bank and shall be  cumulative  and in addition  to any other  warranties,
representations,  covenants  or  agreements  which  the  Borrower  shall  now or
hereafter give or cause to be given, to the Bank.

          7.05  ATTORNEY'S  FEES.  Borrower  shall pay to the Bank all costs and
expenses,  including but not limited to reasonable  attorneys fees,  incurred by
Bank in connection with the administration,  enforcement,  or any refinancing or
restructuring in the nature of a "work-out",  of this Agreement or any document,
instrument  or agreement  executed  with respect to,  evidencing or securing the
indebtedness hereunder.

          7.06 NOTICES. All notices, payments, requests, information and demands
which either party hereto may desire,  or may be required to give or make to the
other  party  shall be given or made to such party by hand  delivery  or through
deposit  in the  United  States  mail,  postage  prepaid,  or by  Western  Union
telegram,  addressed  to the address set forth below such  party's  signature to
this Agreement or to such other address as may be specified from time to time in
writing by either party to the other.

          7.07 WAIVER.  Neither the failure nor delay by the Bank in  exercising
any right  hereunder or under any document,  instrument  or agreement  mentioned
herein  shall  operate  as a waiver  thereof,  nor shall any  single or  partial
exercise of any right  hereunder or under any document,  instrument or agreement
mentioned  herein preclude other or further  exercise thereof or the exercise of
any other right; nor shall any waiver of any right or default hereunder or under
any other document, instrument or agreement mentioned herein constitute a waiver
of any other right or default or constitute a waiver of any other default of the
same or any other term or provision.

          7.08  CONFLICTING  PROVISIONS.  To the extent that any of the terms or
provisions  contained in this Agreement are inconsistent with those contained in
any other document,  instrument or agreement executed pursuant hereto, the terms
and provisions contained herein shall control.  Otherwise, such provisions shall
be considered cumulative.

          7.09 BINDING EFFECT; ASSIGNMENT.  This Agreement shall be binding upon
and inure to the  benefit  of the  Borrower  and the Bank and  their  respective
successors  and assigns,  except that the  Borrower  shall not have the right to
assign its rights  hereunder  or any  interest  herein  without the Bank's prior
written consent. The Bank may sell, assign or grant participations in all or any
portion of its rights and  benefits  hereunder.  The Borrower  agrees  that,  in
connection with any such sale, grant or assignment,  the Bank may deliver to the
prospective  buyer,  participant  or  assignee  financial  statements  and other
relevant information relating to the Borrower.

          7.10 JURISDICTION. This Agreement, any notes issued hereunder, and any
documents,  instruments  or agreements  mentioned or referred to herein shall be
governed by and construed  according to the laws of the State of California,  to
the jurisdiction of whose courts the parties hereby submit.

          7.11 DISPUTE  RESOLUTION.  It is  understood  and agreed that upon the
request of any party to this agreement any dispute, claim, or controversy of any
kind,  whether  in  contract  or in tort,  statutory  or  common  law,  legal or
equitable  now existing or  hereinafter  arising  between the parties in any way
arising out of, pertaining to or in connection with: (1) this Agreement,  or any
related agreements,  documents, or instruments,  (2) all past and present loans,
credits,  accounts, deposit accounts (whether demand deposits or time deposits),
safe deposit boxes, safekeeping agreements, guarantees, letters of credit, goods
or services, or other transactions, contracts or agreements of any kind, (3) any
incidents,  omissions,  acts, practices, or occurrences causing injury to either
party whereby the other party or its agents, employees or representatives may be
liable,  in  whole  or in  part,  or (4)  any  aspect  of the  past  or  present
relationships  of the  parties,  shall be  resolved  through a two-step  dispute
resolution process  administered by Judicial  Arbitration & Mediation  Services,
Inc. ("J.A.M.S.") as follows:


                                       11
<PAGE>



             a) STEP I - MEDIATION:  At the request of any party to the dispute,
claim or  controversy  of the matter shall be referred to the nearest  office of
J.A.M.S.  for  mediation,  that  is,  an  informal,  non-binding  conference  or
conferences  between  the  parties in which a retired  judge or justice  for the
J.A.M.S. panel will seek to guide the parties to a resolution of the case.

             b) STEP II - UNSECURED CONTRACTS - ARBITRATION: Should any dispute,
claim or controversy remain unresolved at the conclusion of the Step I Mediation
Phase then all such  remaining  matters  shall be  resolved by final and binding
arbitration before a different judicial panelist, unless the parties shall agree
to have the mediator panelist act as arbitrator.  The hearing shall be conducted
at a location  determined by the  arbitrator in Los Angeles  County and shall be
administered  by and in accordance  with the then existing Rules of Practice and
Procedure of Judicial  Arbitration & Mediation Services,  Inc. and judgment upon
any award  rendered  by the  arbitrator  may be  entered by any State or Federal
Court having jurisdiction  thereof.  The arbitrator shall determine which is the
prevailing  party  and  shall  include  in the  award  that  party's  reasonable
attorneys fees and costs. This subparagraph (b) shall apply only if, at the time
of the submission of the matter to J.A.M.S.,  the dispute(s) or issue(s)  do(es)
not  arise  out of a  transaction(s)  which  is/are  secured  by  real  property
collateral or, if so secured, all parties consent to such submission.

As soon as  practicable  after  selection of the  arbitrator,  the arbitrator or
his/her  designated  representative  shall  determine a  reasonable  estimate of
anticipated  fees and costs of the  Arbitrator,  and render a statement  to each
party  setting  forth  that  party's  pro-rata  share of said  fees  and  costs.
Thereafter  each  party  shall,  within 10 days of  receipt  of said  statement,
deposit  said sum with  the  Arbitrator.  Failure  of any  party to make  such a
deposit shall result in a forfeiture by the non-depositing party of the right to
prosecute or defend the claim which is the subject of the arbitration, but shall
not otherwise serve to abate, stay or suspend the arbitration proceedings.

             c) Provisional  Remedies,  Self Help and Foreclosure:  No provision
of, or the  exercise  of any  right(s)  under  subparagraph  (b),  nor any other
provision of this  Dispute  Resolution  Provision,  shall limit the right of any
party to exercise self help  remedies such as set off, to foreclose  against any
real or  personal  property  collateral,  or  obtain  provisional  or  ancillary
remedies such as  injunctive  relief or the  appointment  of a receiver from any
court  having  jurisdiction  before,   during  or  after  the  pendency  of  any
arbitration. At Bank's option, foreclosure under a deed of trust or mortgage may
be  accomplished  either by exercise of power of sale under the deed of trust or
mortgage,  or by judicial  foreclosure.  The  institution  and maintenance of an
action for provisional  remedies pursuit of provisional or ancillary remedies or
exercise of self help remedies shall not constitute a waiver of the right of any
party,  including  the  plaintiff,   to  submit  the  controversy  or  claim  to
arbitration.

          7.12 WAIVER OF JURY TRIAL.  THE BORROWER AND THE BANK EACH WAIVE THEIR
RESPECTIVE  RIGHTS TO A TRIAL BY JURY OF ANY CLAIM OR CAUSE OF ACTION BASED UPON
OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE OTHER LOAN DOCUMENTS, OR THE
TRANSACTIONS  CONTEMPLATED HEREBY OR THEREBY, IN ANY ACTION, PROCEEDING OR OTHER
LITIGATION OF ANY TYPE BROUGHT BY ANY OF THE PARTIES  AGAINST ANY OTHER PARTY OR
PARTIES, WHETHER WITH RESPECT TO CONTRACT CLAIMS, TORT CLAIMS, OR OTHERWISE. THE
BORROWER AND THE BANK EACH AGREE THAT ANY SUCH CLAIM OR CAUSE OF ACTION SHALL BE
TRIED BY A COURT TRIAL  WITHOUT A JURY.  WITHOUT  LIMITING  THE  FOREGOING,  THE
PARTIES FURTHER AGREE THAT THEIR  RESPECTIVE  RIGHT TO A TRIAL BY JURY IS WAIVED
BY OPERATION OF THIS SECTION AS TO ANY ACTION,  COUNTERCLAIM OR OTHER PROCEEDING
WHICH SEEKS, IN WHOLE OR IN PART, TO CHALLENGE THE VALIDITY OR ENFORCEABILITY OF
THIS AGREEMENT OR THE OTHER LOAN  DOCUMENTS OR ANY PROVISION  HEREOF OR THEREOF.
THIS WAIVER SHALL APPLY TO ANY SUBSEQUENT AMENDMENTS,  RENEWALS,  SUPPLEMENTS OR
MODIFICATIONS TO THIS AGREEMENT AND OTHER LOAN DOCUMENTS.

          7.13  HEADINGS.  The  headings  set forth  herein  are  solely for the
purpose of identification and have no legal significance.

                                       12
<PAGE>

          7.12 ENTIRE  AGREEMENT.  This Agreement and the Loan  Documents  shall
constitute the entire and complete  understanding of the parties with respect to
the transactions  contemplated hereunder. All previous conversations,  memoranda
and writings between the parties or pertaining to the transactions  contemplated
hereunder  that are not  incorporate or referenced in this Agreement or the Loan
Documents are superseded hereby.

          IN WITNESS  WHEREOF,  this  Agreement has been executed by the parties
hereto as of the date first hereinabove written.

BANK:                                 BORROWER:

SANWA BANK CALIFORNIA                 PUBLIC STORAGE PROPERTIES XIV, INC.


By:/s/ John F. Marder                   By:/s/ David P. Singelyn
   --------------------------              ------------------------------
Vice President                          Controller
-----------------------------           ---------------------------------
    (Name/Title)                            (Name/Title)

Address: 601 So. Figueroa               Address: 600 N. Brand Blvd.
        ---------------------                    ------------------------
Los Angeles, California 90017           Glendale , California 91203
-----------------------------           ---------------------------------
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