FIFTEENTH AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP
                     OF SUMMIT PROPERTIES PARTNERSHIP, L.P.


        This FIFTEENTH AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF SUMMIT
PROPERTIES PARTNERSHIP, L.P. (this "Amendment"), dated as of January 1, 1999, is
entered into by and among Summit Properties Inc. (the "General Partner") and
those Persons whose names are set forth on Exhibit A or Exhibit B attached
hereto and incorporated herein. All capitalized terms contained herein and not
otherwise defined herein shall have the meaning attributed to them in the
Agreement (as hereinafter defined).

        WHEREAS, (i) the General Partner, (ii) the Persons whose names are set
forth on Exhibit B (each, a "Ewing Partner" and, collectively, the "Ewing
Partners"), and (iii) the Persons whose names are set forth on Exhibit A other
than the Ewing Partners (collectively, the "Pre-Ewing Partners") are partners of
Summit Properties Partnership, L.P. (the "Partnership") pursuant to an Agreement
of Limited Partnership dated as of January 29, 1994, as previously amended (as
amended, the "Agreement"); and

        WHEREAS, in exchange for their contribution to the Partnership of
certain partnership interests, the Ewing Partners other than Milan Investment
Trust are to receive additional Partnership Units as set forth opposite their
names on Exhibit B attached hereto; and

        WHEREAS, the General Partner, the Pre-Ewing Partners and the Ewing
Partners desire to cause the Agreement to be amended to reflect the increase in
the number of Partnership Units issued to each Ewing Partner other than Milan
Investment Trust.

        NOW, THEREFORE, in accordance with the provisions of Section 4.2
(Issuances of Additional Partnership Interests) and Section 12.3 (Amendment of
Agreement and Certificate Of Limited Partnership) of the Agreement, the
Agreement is hereby amended to substitute Exhibit A attached hereto for Exhibit
A attached to the Agreement. Except as expressly amended by the provisions
hereof or as may be necessary to effect the intent of the parties as evidenced
by this Amendment, all other terms and provisions of the Agreement are hereby
ratified and confirmed and remain in full force and effect.

             [THE BALANCE OF THIS PAGE IS INTENTIONALLY LEFT BLANK]


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        IN WITNESS WHEROF, the parties hereto have executed this Amendment as of
the date first above written.

                                    GENERAL PARTNER:

                                    SUMMIT PROPERTIES INC.


                                    By:  /s/ Douglas E. Brout
                                         ----------------------------------
                                         Name: Douglas E. Brout
                                         Title: Vice President



                                    PRE-EWING PARTNERS:

                                    Those  persons  listed on Exhibit A attached
                                    hereto other than the Ewing Partners

                                    By:  SUMMIT PROPERTIES INC.,
                                         their attorney-in-fact

                                         By:  /s/ Douglas E. Brout
                                              -----------------------------
                                              Name:  Douglas E. Brout
                                              Title: Vice President



                                    EWING PARTNERS:

                                    Those persons listed on Exhibit B attached
                                    hereto

                                         By:  SUMMIT PROPERTIES INC.,
                                              their attorney-in-fact

                                              By:  /s/ Douglas E. Brout
                                                   ------------------------
                                                   Name:  Douglas E. Brout
                                                   Title: Vice President



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                                    EXHIBIT A
                                    ---------

                       PARTNERS AND OWNERSHIP PERCENTAGES



<PAGE>




                                    EXHIBIT B
                                    ---------

                                 EWING PARTNERS



                                          Number of Units issued as a result
                                          ----------------------------------
                 Name                  of the Rancho Las Palmas II contribution
                 ----                  ----------------------------------------


               KW Partnership                                     

               LAD Partnership                                    

               Michael L. Pacillio                                

               S. Joseph Barrett