PURCHASE AND SALE AGREEMENT


     This Agreement is made as of the 22nd day of December, 1999, by and between
Regency Realty Group,  Inc. (the "Buyer") and Security  Capital  Holdings,  S.A.
(the "Seller").
         WHEREAS,  the Seller is the owner of 33,892  shares (the  "Shares")  of
Class A Voting Stock of PRT  Development  Corporation,  a Delaware  corporation,
which Shares represent all of the outstanding Class A Voting Stock.

         WHEREAS,  the Buyer has offered to  purchase  the Shares and the Seller
has  agreed  to sell the  Shares  to  Buyer  on the  terms  and  subject  to the
conditions set forth herein.

         NOW THEREFORE, the parties agree as follows:

1. The Seller hereby sells, assigns and transfers the Shares to the Buyer for an
aggregate  purchase price of $272,000,  the receipt and sufficiency of which are
hereby acknowledged by the Seller.

2.       The Seller represents and warrants as follows:

     a. Seller has all requisite capacity and authority to execute,  deliver and
perform this  Agreement,  and the  execution,  delivery and  performance of this
Agreement  by the Seller has been duly  authorized  by all  requisite  corporate
action;

     b.  Seller  owns  the  Shares  free  and  clear  of all  liens,  claims  or
encumbrances of any nature;

     c. No consent,  approval or other action by any  governmental  authority or
third  party  is  required  in  connection  with  the  execution,  delivery  and
performance of this Agreement by Seller; and

d. Neither the execution and delivery of this Agreement nor the  consummation of
the  transactions  contemplated  hereby will (1)  violate,  or conflict  with or
result in a breach of any  provisions  of, or  constitute  a default or an event
which with notice or lapse of time or both,  would  constitute a default  under,
any  agreement,  instrument  or  obligation to which the Seller is a party or by
which the Seller may be bound or affected where such violation, conflict, breach
or default would have a material adverse effect on the transactions contemplated
by this Agreement, or (ii) violate any order, writ, injunction, decree, statute,
rule or regulation  applicable to the Seller where such  violation  would have a
material adverse effect on the transactions contemplated by this Agreement.

3.       The Buyer represents and warrants as follows:

a. Buyer has all  requisite  capacity  and  authority  to  execute,  deliver and
perform this  Agreement,  and the  execution,  delivery and  performance of this
Agreement  by the Buyer  has been duly  authorized  by all  requisite  corporate
action.

     b. No consent,  approval or other action by any  governmental  authority or
third  party  is  required  in  connection  with  the  execution,  delivery  and
performance of this Agreement by Buyer; and

c. Neither the execution and delivery of this Agreement nor the  consummation of
the  transactions  contemplated  hereby will (i)  violate,  or conflict  with or
result in a breach of any  provisions  of, or  constitute  a default or an event
which with notice or lapse of time or both,  would  constitute a default  under,
any  agreement,  instrument  or  obligation  to which the Buyer is a party or by
which the Buyer may be bound or affected where such violation,  conflict, breach
or default would have a material adverse effect on the transactions contemplated
by this Agreement, or (ii) violate any order, writ, injunction, decree, statute,
rule or  regulation  applicable to the Buyer where such  violation  would have a
material adverse effect on the transactions contemplated by this Agreement.

         IN WITNESS WHEREOF,  the parties hereto have executed this Agreement as
of the day and year first above written.

                        SECURITY CAPITAL HOLDINGS, S.A.


                        By:      /s/ Jeffrey A. Cozad
                           --------------------------
                                 Its Managing Director


                        REGENCY REALTY GROUP, INC.


                        By:      /s/ J. Christian Leavitt
                           ------------------------------
                                 Its Sr. Vice President and Secretary