PAYMENT GUARANTY

                    (Commercial Real Estate)


          This Payment Guaranty ("Guaranty") is made as of June
20 1996, by LYNNE I.
ANGEL ("Guarantor") in favor of BANK OF AMERICA OREGON ("Bank").



                       Factual Background



A.   Guarantor is executing this Guaranty to induce Bank to make
a standing loan (defined in Section 2 as the "Loan") to PORTLAND
LOFTS ASSOCIATES LIMITED PARTNERSHIP, a
Delaware limited partnership ("Borrower") in the principal amount
of Five Million Six Hundred Twenty-Five Thousand and No/i 00
Dollars ($5,625,000.00) The Loan is being made under a standing
loan agreement (the "Loan Agreement") entered into as of June ~
1996, between Bank and Borrower.

          B.   The Loan is evidenced by a promissory note (the
"Note") made payable to Bank in the principal amount of the Loan.
The Note is secured by a deed of trust ("Deed of Trust") covering 
certain real and personal property, as therein described (all 
collectively, the "Property"). The Note may also be secured by other
collateral, as more fully explained in the Loan Agreement. In connection
with the Loan, Borrower is signing an Unsecured Indemnity Agreement (the
"Borrower's Indemnity").

          C.   This Guaranty is one of several Loan Documents, as
defined and designated in the Loan Agreement. The Loan Documents
also include the Loan Agreement, the Note, the Deed of Trust and
certain other specified instruments and agreements.


                            Guaranty

          1.   Guaranty of Loan. Guarantor unconditionally
guaranties to Bank the full payment of and performance of
Borrower's obligations in connection with the Loan, and
unconditionally agrees to pay Bank the full amount of the Loan.
This is a guaranty of payment,

not  of  collection. If Borrower causes an Event  of  Default  to
occur  in  the payment when due of the Loan or any  part  of  it,
Guarantor shall in lawful money of the United States pay to  Bank
or  order,  on  demand,  all sums due  and  owing  on  the  Loan,
including  all interest, charges, fees and other sums, costs  and
expenses.

          2.   Loan. In this Guaranty, the term "Loan" is broadly
defined  to  mean  and  include all primary,  secondary,  direct,
indirect,  fixed  and contingent obligations of Borrower  to  pay
principal, interest, prepayment charges, late charges, loan  fees
and  any other fees, charges, sums, costs and expenses which  may
be  owing at any time under the Note or the other Loan Documents,
as any or all of them may from time to time be modified, amended,
extended  or  renewed. For purposes of this  Guaranty,  the  Loan
includes  any  and  all  such  obligations  which  may  arise  in
connection  with (a) the Borrower's Indemnity (b) any  set  aside
letters,  and (c) any advances made before recording of the  Deed
of  Trust. If the amount outstanding under the Loan is determined
by a court of competent jurisdiction, that determination shall be
conclusive  and  binding  on  Guarantor,  regardless  of  whether
Guarantor   was  a  party  to  the  proceeding   in   which   the
determination was made or not.

          3.    Rights  of  Bank.  Guarantor authorizes  Bank  to
perform any or all of the following acts at any time in its  sole
discretion, all without notice to Guarantor and without affecting
Guarantor's obligations under this Guaranty:

               (a)   Bank may alter any terms of the Loan or  any
part  of  it,  including  renewing,  compromising,  extending  or
accelerating, or otherwise changing the time for payment  of,  or
increasing or decreasing the rate of interest on, the Loan or any
part of it.

               (b)   Bank may take and hold security for the Loan
or  this Guaranty, accept additional or substituted security  for
either,  and  subordinate,  exchange,  enforce,  waive,  release,
compromise, fail to perfect and sell or otherwise dispose of  any
such security.

               (c)   Bank may direct the order and manner of  any
sale  of all or any part of any security now or later to be  held
for  the Loan or this Guaranty, and Bank may also bid at any such
sale.

               (d)   Bank  may  apply any payments or  recoveries
from Borrower, Guarantor or any other source, and any proceeds of
any  security, to Borrower's obligations under the Loan Documents
in  such manner, order and priority as Bank may elect, whether or
not  those obligations are guarantied by this Guaranty or secured
at the time of the application.

               (e)  Bank may release Borrower of its liability
for the Loan or any part of it.

               (f)  Bank may substitute, add or release any one
or more guarantors or endorsers.

               (g)  In addition to the Loan, Bank may extend
other credit to Borrower, and may take and hold security for the
credit so extended, all without affecting Guarantor's liability
under this Guaranty.

          4.   Guaranty to be Absolute. Guarantor expressly
agrees that until the Loan is paid and performed in full and each
and every term, covenant and condition of this Guaranty is fully
performed, Guarantor shall not be released by or because of:

               (a)  Any act or event which might otherwise
discharge, reduce, limit or modify Guarantor's obligations under
this Guaranty;

               (b)  Any waiver, extension, modification,
forbearance, delay or other act or omission of Bank, or its
failure to proceed promptly or otherwise as against Borrower,
Guarantor or any security;

               (c)  Any action, omission or circumstance which
might increase the likelihood that Guarantor may be called upon
to perform under this Guaranty or which might affect the rights
or remedies of Guarantor as against Borrower; or

               (d)  Any dealings occurring at any time between
Borrower and Bank, whether relating to the Loan or otherwise.

          Guarantor hereby expressly waives and surrenders any
defense to its liability under this Guaranty based upon any of
the foregoing acts, omissions, agreements, waivers or matters. It
is the purpose and intent of this Guaranty that the obligations
of Guarantor under it shall be absolute and unconditional under
any and all circumstances.

          5.   Guarantor's Waivers. Guarantor waives:

               (a)  All statutes of limitations as a defense to


any action or proceeding brought against Guarantor by Bank, to


the fullest extent permitted by law;

               (b)   Any  right  it may have to require  Bank  to
proceed against Borrower, proceed against or exhaust any security
held from Borrower, or pursue any other remedy in Bank's power to
pursue;


               (c)    Any   defense  based  on  any  claim   that
Guarantor's obligations exceed or are more burdensome than  those
of Borrower;

               (d)    Any   defense  based  on:  (i)  any   legal
disability    of   Borrower,   (ii)   any   release,   discharge,
modification,  impairment  or  limitation  of  the  liability  of
Borrower to Bank from any cause, whether consented to by Bank  or
arising  by  operation  of law or from any  bankruptcy  or  other
voluntary or involuntary proceeding, in or out of court, for  the
adjustment    of   debtor-creditor   relationships   ("Insolvency
Proceeding")  and  (iii) any rejection or  disaffirmance  of  the
Loan, or any part of it, or any security held for it, in any such
Insolvency Proceeding;

               (e)   Any  defense  based on any action  taken  or
omitted  by Bank in any Insolvency Proceeding involving Borrower,
including  any  election to have Bank's claim  allowed  as  being
secured, partially secured or unsecured, any extension of  credit
by  Bank to Borrower in any Insolvency Proceeding, and the taking
and  holding  by Bank of any security for any such  extension  of
credit;

               (f)   All  presentments, demands for  performance,
notices of non performance, protests, notices of protest, notices
of  dishonor, notices of acceptance of this Guaranty and  of  the
existence,   creation,  or  incurring  of   new   or   additional
indebtedness,  and demands and notices of every kind  except  for
any  demand or notice by Bank to Guarantor expressly provided for
in Section 1;

               (g)   Any defense based on or arising out  of  any
defense  that Borrower may have to the payment or performance  of
the Loan or any part of it; and
               (h)   Any  defense, claim and damage arising  from
errors or omissions in

Bank's administration of the Loan.

          6.   Waivers of Subrogation and Other Rights.

               (a)   Upon a default by Borrower, Bank in its sole
discretion, without prior notice to or consent of Guarantor,  may
elect  to:  (i)  foreclose  either  judicially  or  nonjudicially
against  any real or personal property security it may  hold  for
the Loan, (ii) accept a transfer of any such security in lieu of
foreclosure,    (iii)   compromise    or   adjust
the  Loan or any part of it or make any other accommodation  with
Borrower  or Guarantor or (iv) exercise any other remedy  against
Borrower or any security. No such action by Bank shall release or
limit  the liability of Guarantor, who shall remain liable  under
this  Guaranty after the action, even if the effect of the action
is  to  deprive  Guarantor of any subrogation rights,  rights  of
indemnity, or other rights to collect reimbursement from Borrower
for  any  sums  paid to Bank, whether contractual or  arising  by
operation  of law or otherwise. Guarantor expressly  agrees  that
under  no  circumstances shall it be deemed to  have  any  right,
title,  interest or claim in or to any real or personal  property
to  be  held by Bank or any third party after any foreclosure  or
transfer in lieu of foreclosure of any security for the Loan.

               (b)  Regardless of whether Guarantor may have made
any payments to Bank, Guarantor forever waives: (i) all rights to
enforce any remedy that Bank may have against Borrower, and  (ii)
all rights to participate in any security now or later to be held
by  Bank for the Loan.  Provided such waiver shall not affect  or
impair  any other right of contribution, subrogation, collection,
indemnity   or   rights  Guarantor  may  have  against   Borrower
contractually or arising by operation of law or otherwise.

          7.    Revival and Reinstatement. If Bank is required to
pay, return or restore to Borrower or any other person any amounts 
previously paid  on  the Loan because of any
Insolvency Proceeding of Borrower, any stop notice or  any  other
reason, the obligations of Guarantor shall be reinstated and revived
and the rights of  Bank shall continue with regard to
such amounts, all as though they had never been paid.

          8.    Information Regarding Borrower and the  Property.
Before   signing   this  Guaranty,  Guarantor  investigated   the
financial  condition  and business operations  of  Borrower,  the
present and former condition, uses and ownership of the Property,
and  such other matters as Guarantor deemed appropriate to assure
itself  of  Borrowers ability to discharge its obligations  under
the  Loan  Documents. Guarantor assumes full  responsibility  for
that  due  diligence,  as  well as for keeping  informed  of  all
matters  which may affect Borrower's ability to pay  and  perform
its  obligations  to  Bank.  Bank has  no  duty  to  disclose  to
Guarantor  any  information which Bank may have or receive  about
Borrower's  financial  condition  or  business  operations,   the
condition  or  uses  of the Property, or any other  circumstances
bearing on Borrower's ability to perform.


          9.    Subordination.  Any rights of Guarantor,  whether
now  existing or later arising, to receive payment on account  of
any  indebtedness (including interest) owed to it by Borrower  or
any  subsequent  owner of the Property, or  to  withdraw  capital
invested by it in Borrower, or to receive distributions from Borrower,
shall at all times  be subordinate as to lien and time of payment and 
in all other  respects to the full and prior repayment to  Bank  of  the
Loan.  Guarantor  shall  not be entitled to  enforce  or  receive
payment  of any sums hereby subordinated until the Loan has  been
paid  and  performed  in  full and  any  such  sums  received  in
violation  of  this Guaranty shall be received  by  Guarantor  in
trust  for Bank. The foregoing notwithstanding, Guarantor is  not
prohibited from receiving (a) such reasonable management fees  or
reasonable salary from Borrower as Bank may find acceptable  from
time  to  time, and (b) distributions from Borrower in an  amount
equal  to  any  income  taxes  imposed  on  Guarantor  which  are
attributable to Borrower's income from the Property, and  (c)  so
long  as  the  loan  is current and Borrower  maintains  adequate
reserves  for taxes, insurance and maintenance, then Borrower  is
permitted  to distribute excess proceeds for repayment  of  loans
incurred  by  Borrower  from Guarantor  in  connection  with  the
property.

          10.   Financial Information. Guarantor shall keep  true
and correct financial books and records, using generally accepted
accounting   principles  consistently  applied,  or  such   other
accounting principles as Bank in its reasonable judgment may find
acceptable  from  time  to time. Within thirty  (30)  days  after
written request by the Bank, but in no event no earlier than  one
hundred-twenty  (120) days after the end of each year,  Guarantor
shall  deliver to Bank its financial statement, together  with  a
statement  showing all changes in its financial  condition  which
occurred  during the preceding year and shall provide  copies  of
each  such  Guarantor's tax returns, together with all supporting
schedules,  including  without limitation  K-i  forms,  extension
requests   and  statements  of  contributions  to  subchapter   S
corporations  within thirty (30) days of filing  same.  Guarantor
shall  also promptly deliver to Bank all quarterly balance sheets
and  income  statements  if  they become  available  or  if  Bank
requests  them. Within thirty (30) days after written request  by
the  Bank,  Guarantor shall promptly provide Bank with any  other
financial   or  other  information  concerning  each  Guarantor's
affairs and properties as Bank may request.

          11.  Guarantor's Representations and Warranties:

          Guarantor represents and warrants that:

               (a)   all financial statements and other financial
information furnished or to be furnished to Bank are or  will  be
true  and  correct and do or will fairly represent the  financial
condition of Guarantor (including all contingent liabilities);

               (b)   all  financial statements were  or  will  be
prepared   in  accordance  with  generally  accepted   accounting
principles,  or  such  other  accounting  principles  as  may  be
acceptable to Bank at the time of their preparation, consistently
applied; and

               (c)  there has been no material adverse change  in
Guarantor's financial condition since the dates of the statements
most recently furnished to Bank.

          12    Events of Default. Bank may declare Guarantor  to
be  in default under this Guaranty upon the occurrence of any  of
the following events ("Events of Default"):

               (a)    Guarantor  fails  to  perform  any  of  its
obligations under this Guaranty; or

               (b)   Guarantor  revokes  this  Guaranty  or  this
Guaranty becomes ineffective for any reason; or

               (c)   Any representation or warranty made or given
by  Guarantor  to  Bank proves to be false or misleading  in  any
material respect; or

               (d)  Guarantor becomes insolvent or the subject of
any  Insolvency  Proceeding (except  that,  in  the  case  of  an
involuntary proceeding, the same shall not constitute an Event of
Default if the proceeding is dismissed within ninety (90) days of
filing); or

               (e)   Guarantor dies, dissolves or liquidates,  or
any  of  these  events  happens to any  of  Guarantor's  members,
general   partners  or  to  its  chief  executive   or   majority
shareholder, or Guarantor's managing general partner or its chief
executive  ceases for any reason to act in that  capacity  unless
within  ninety  (90)  days of the death or disability,  Guarantor
provides   a   substitute  guarantor  or  additional  collateral,
satisfactory to Bank, in Bank's sole discretion.

          13   Arbitration.

               (a)   Mandatory  Arbitration. After  the  Deed  of
Trust  has  been released, fully reconveyed or extinguished,  any
controversy  or  claim  between or among the  parties,  including
those  arising out of or relating to this Guaranty  or  the  Loan
Documents and any claim based on or arising from an alleged tort,
shall  at  the request of any party be determined by arbitration.
The  arbitration shall be conducted in accordance with the United
States Arbitration Act (Title 9, U.S. Code), notwithstanding  any
choice  of   law   provision  in   this  Guaranty,  and   under
the  Commercial  Rules of the AAA. The arbitrator(s)  shall  give
effect  to  statutes of limitation in determining any  claim  Any
controversy  concerning whether an issue is arbitrable  shall  be
determined  by  the arbitrator(s). Judgment upon the  arbitration
award  may  be  entered  in  any court having  jurisdiction.  The
institution and maintenance of an action for judicial  relief  or
pursuit of a provisional or ancillary remedy shall not constitute
a  waiver of the right of any party, including the plaintiff,  to
submit the controversy or claim to arbitration if any other party
contests such action for judicial relief

               (b)   Real  Property Collateral.   Notwithstanding
the provisions of subsection 13(a), no controversy or claim shall
be  submitted to arbitration without the consent of  all  parties
if,  at the time of the proposed submission, such controversy  or
claim  arises  from or relates to an obligation by  Guarantor  or
Borrower to Bank which is secured by real property collateral. If
all parties do not consent to submission of such a controversy or
claim   to  arbitration,  the  controversy  or  claim  shall   be
determined by a court of competent jurisdiction.

               (c)     Provisional   Remedies    Self-Help    and
Foreclosure.  No  provision of this Section 13  shall  limit  the
right  of any party to exercise self-help remedies such as setoff
foreclosure  against  or sale of any real  or  personal  property
collateral  or  security, or to obtain provisional  or  ancillary
remedies from a court of competent jurisdiction before, after, or
during  the pendency of any arbitration or other proceeding.  The
exercise of a remedy does not waive the right of either party  to
resort to arbitration or reference. 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.

          14.    Authorization   No   Violation.   Guarantor   is
authorized  to execute, deliver and perform under this  Guaranty,
which  is  a  valid  and  binding  obligation  of  Guarantor.  No
provision  or obligation of Guarantor contained in this  Guaranty
violates  any  applicable law, regulation or  ordinance,  or  any
order  or  ruling  of any court or governmental agency.  No  such
provision or obligation conflicts with, or constitutes  a  breach
or default under, any agreement to which Guarantor is a party.

          15.     Additional    and   Independent    Obligations.
Guarantor's  obligations under this Guaranty are in  addition  to
its  obligations  under any other existing or future  guaranties,
each  of which shall remain in full force and effect until it  is
expressly  modified  or  released in a writing  signed  by  Bank.
Guarantor's  obligations under this Guaranty are  independent  of
those  of Borrower on the Loan. Bank may bring a separate action,
or  commence  a  separate  reference  or  arbitration  proceeding
against Guarantor without first proceeding against Borrower,  any
other person  or any security that Bank may hold, and without  pursuing
any other remedy. Bank's rights under this Guaranty shall not  be
exhausted by any action by Bank until the Loan has been paid  and
performed in full.

          16.   No  Waiver  Consents  Cumulative  Remedies.  Each
waiver  by  Bank  must  be in writing, and  no  waiver  shall  be
construed as a continuing waiver. No waiver shall be implied from
Bank's  delay in exercising or failure to exercise any  right  or
remedy  against Borrower, Guarantor or any security.  Consent  by
Bank to any act or omission by Borrower or Guarantor shall not be
construed  as  a  consent  to  any other  or  subsequent  act  or
omission, or as a waiver of the requirement for Bank's consent to
be obtained in any future or other instance. All remedies of Bank
against Borrower and Guarantor are cumulative.

          17.   No Release. Guarantor shall not be released  from
its obligations under this Guaranty except by a writing signed by
Bank  or  performance  in  full of  the  obligations  under  this
Guaranty.  The  failure of any Guarantor to  sign  this  Guaranty
shall  not  in any way affect, release or discharge the liability
of any Guarantor who signs this Guaranty. In the event that there
are  multiple  Guarantors, Bank's release of  one  or  more  such
Guarantors shall not in any way affect, release or discharge  the
liability of the remaining Guarantors hereunder.

          18.   Heirs Successors and Assigns; Participations. The
terms  of  this Guaranty shall bind and benefit the heirs,  legal
representatives,  successors and assigns of Bank  and  Guarantor;
provided,  however, that Guarantor may not assign this  Guaranty,
or assign or delegate any of its rights or obligations under this
Guaranty,  without  the prior written consent  of  Bank  in  each
instance.  Bank  in  its  sole  discretion  may  sell  or  assign
participations or other interests in the Loan and this  Guaranty,
in  whole  or  in part, all without notice to or the  consent  of
Guarantor  and  without affecting Guarantor's  obligations  under
this  Guaranty.  Also  without  notice  to  or  the  consent   of
Guarantor,  Bank  may  disclose any and all  information  in  its
possession  concerning Guarantor, this Guaranty and any  security
for  this Guaranty to any actual or prospective purchaser of  any
securities issued or to be issued by Bank, and to any  actual  or
prospective purchaser or assignee of any participation  or  other
interest in the Loan and this Guaranty.

          19.   Notices.  All notices given under  this  Guaranty
must be in writing and shall be effectively served upon delivery,
or  if  mailed,  upon  the  first to  occur  of  receipt  or  the
expiration of forty-eight hours after deposit in certified United
States  mail, postage prepaid, sent to the party at  its  address
given at the end of this Guaranty. Those addresses may be changed
by  Bank  or  Guarantor by written notice  to  the  other  party.
Service  of any notice on any one Guarantor signing this Guaranty
shall be effective service on Guarantor for all purposes.

          20.   Rules of Construction. In this Guaranty, the word
"Borrower" includes both the named Borrower and any other  person
who at any time assumes or otherwise becomes primarily liable for
all  or any part of the obligations of the named Borrower on  the
Loan.  The word "person" includes any individual, company,  trust
or  other  legal entity of any kind. If this Guaranty is executed
by  more than one person, the word "Guarantor" includes all  such
persons.   The  word  "include(s)"  means  "include(s),   without
limitation," and the word "including" means "including,  but  not
limited  to."  When the context and construction so require,  all
words  used in the singular shall be deemed to have been used  in
the  plural  and  vice  versa. No listing of specific  instances,
items or matters in any way limits the scope or generality of any
language  of  this  Guaranty.  All  headings  appearing  in  this
Guaranty  are  for convenience only and shall be  disregarded  in
construing this Guaranty.

          21.  Governing Law. This Guaranty shall be governed by,
and  construed  in  accordance with, the laws  of  the  State  of
Oregon.

          22.   Costs and Expenses. If any lawsuit, reference  or
arbitration is commenced which arises out of, or which relates to
this  Guaranty,  the Loan Documents or the Loan,  the  prevailing
party  shall  be entitled to recover from each other  party  such
sums  as  the  court, referee or arbitrator  may  adjudge  to  be
reasonable  attorneys'  fees  (including  allocated   costs   for
services  of  in-house counsel) in the action or  proceeding,  in
addition to costs and expenses otherwise allowed by law.  In  all
other  situations, including any Insolvency Proceeding, Guarantor
agrees  to  pay  all  of  Bank's costs  and  expenses,  including
attorneys' fees (including allocated costs for services of Bank's
in-house counsel) which may be incurred in any effort to  collect
or  enforce  the  Loan  or any part of it or  any  term  of  this
Guaranty. From the time(s) incurred until paid in full  to  Bank,
all  sums shall bear interest at the Default Rate provided in the
Note.

          23.   Consideration.  Guarantor  acknowledges  that  it
expects  to benefit from Bank's extension of the Loan to Borrower
because of its relationship to Borrower, and that it is executing
this Guaranty in consideration of that anticipated benefit.

          24.   Integration;  Modifications.  This  Guaranty  (a)
integrates  all  the  terms  and  conditions  mentioned   in   or
incidental to this Guaranty, (b) supersedes all oral negotiations
and prior writings with respect to its subject matter, and (c) is
intended  by  Guarantor and Bank as the final expression  of  the
agreement with respect to the terms and conditions set  forth  in
this Guaranty and as the complete and exclusive statement of  the
terms  agreed  to  by  Guarantor  and  Bank.  No  representation,
understanding, promise or condition shall be enforceable  against
any party unless it is contained in this Guaranty.  This
Guaranty  may not be modified except in a writing  signed
by both Bank and Guarantor.

                   25.   Miscellaneous.  The   death   or   legal
        incapacity  of  any  Guarantor shall  not  terminate  the
        obligations  of  such  Guarantor or any  other  Guarantor
        under  this  Guaranty,  including  its  obligations  with
        regard  to future advances under the Loan Documents.  The
        liability  of all persons who are in any manner obligated
        under  this  Guaranty  shall be joint  and  several.  The
        illegality  or unenforceability of one or more provisions
        of  this  Guaranty shall not affect any other  provision.
        Any Guarantor who is married agrees that Bank may look to
        all  of  his  or  her  community  property  and  separate
        property  to  satisfy his or her obligations  under  this
        Guaranty.  Time  is of the essence in the performance  of
        this Guaranty by Guarantor.

                   26.  Special Provision.  Without limiting  the
        foregoing  or any other provision of this Loan  Agreement
        or   the   Loan   Documents,  in  order  to   avoid   any
        misunderstanding between the parties, the  parties  agree
        to the following special provision:

             Guarantor and each of its constituent partners,  and
             their  permitted  successors and assigns  (if  any),
             agree  that no agreement, representation,  warranty,
             promise,  commitment,  or  statement  of  any   kind
             (collectively,  "Statements") by any person  related
             directly  or indirectly to this Loan or the Property
             shall  be binding on Bank, its parent, subsidiaries,
             affiliates, participants, assigns, or the  officers,
             directors,  employees, and agents  of  any  of  them
             (collectively,  the "Bank Related Parties"),  unless
             the  Statements  are in writing and  executed  by  a
             duly  authorized officer of Bank, Guarantor and each
             of  its  constituent partners, and  their  permitted
             successors and assigns (if any), agree not  to  rely
             upon  such  Statements in any way and further  agree
             not  to  claim  waiver  of the  foregoing  provision
             (requiring all Statements to be in writing) for  any
             reason.  This  provision requiring any Statement  to
             be  in  writing to be enforceable against  the  Bank
             Related  Parties  cannot  be  waived  orally  or  by
             conduct.
        
GUARANTOR:                        Address Where Notices to
                                  Guarantor are to be Sent:


Lynne I. Angel                    1816 S.W Hawthorne Terrace
                                  Portland, Oregon 97201
                

                                  Copy to:
                                  Mr. Chris Walters
                                  Ball, Janick & Novack
                                  101 S~W. Main Street, Suite  1100
                                  Portland, Oregon 97204


                                  Address Where Notices to Bank
                                  are to be
                                  Sent:
                                  BANK OF AMERICA - OREGON
                                  Loan Administration No.2098
                                  P.O. Box 3066
                                  Portland, OR 97208