Cushman & Wakefield, Inc.
51 West 52nd Street
New York, NY 10019-6178
(212) 841-7500

                                                       February 3, 1999

Scottsdale Land Trust Limited Partnership
FFCA Management Company, L.P.
17207 North Perimeter Drive
Scottsdale, Arizona 85255

Attn:      Morton H. Fleischer
           General Partner

                                 Re:   Annual Portfolio Valuation
                                       Scottsdale Land Trust Limited Partnership

Gentlemen:

         Pursuant  to  your  request,  we have  completed  our  analysis  of the
property contained in the Scottsdale Land Trust Limited Partnership, hereinafter
referred to as "The Perimeter  Center"  located on the northwest  corner of Bell
Road and Pima Road, Scottsdale, Arizona. The purpose of our analysis is twofold:
first,  to report on the physical  condition of the premises and  determine  the
mortgagor's  requirements  with respect to the terms of the mortgage  agreement;
second,  to estimate the market  value of the  property  subject to the mortgage
agreement  for the  purpose  of  determining  the  value of the fee  simple  and
mortgagee's  interests.  Our opinion of value for the real property will then be
adjusted  for  cash on  hand,  net  receivables  and  other  liabilities,  which
information is provided by the General Partner.  It should be noted that Cushman
& Wakefield's  opinion is  restricted  to the market value of the  Partnership's
interest in the real  property;  we are not opining as to the value of the other
assets or liabilities of the Partnership. Furthermore, our opinion is subject to
the attached  Certification  and Assumptions and Limiting  Conditions which have
been retained in our files. The date of value was December 31, 1998.

         According to THE  DICTIONARY OF REAL ESTATE  APPRAISAL,  THIRD EDITION,
published by the Appraisal Institute, market value may be defined as:

         "The most probable  price, as of a specified date, in cash, or in terms
equivalent to cash, or in other precisely revealed terms for which the specified
property rights should sell after  reasonable  exposure in a competitive  market
under all  conditions  requisite to a fair sale,  with the buyer and seller each
acting  prudently,  knowledgeably,  and for  self-interest,  and  assuming  that
neither is under undue duress."

         The Scottsdale Land Trust Limited  Partnership was organized to acquire
approximately 261 +/- gross acres of unimproved land in Scottsdale,  Arizona; to
develop roads, water, sewer, drainage,  utility and similar on-site and off-site
improvements;   to  sell  the  property  on  a   parcel-by-parcel   basis  after
construction of the  infrastructure;  and to make a participating first mortgage
loan with Franchise Finance Corporation of America ("FFCA").  The gross proceeds
raised by Scottsdale  Land Trust  Limited  Partnership  amounted to  $50,000,000
(50,000  units at $1,000 per unit).  As of December  31,  1998,  $29,504,352  of
capital was returned to the partners,  making the adjusted gross proceeds raised
$20,495,648 or $409.91 per unit.  Adjusted net proceeds invested in the property
contained  in this  partnership  amounted to  $23,935,517  after  adjusting  for
capital returned. The Partnership was fully invested in November 1988.

         The Perimeter Center was inspected by the  undersigned.  As of the date
of our  last  inspection,  all  infrastructure  for  the  subdivision  had  been
completed  including roads, water, sewer,  drainage,  sidewalks,  bike paths and
other  infrastructure.  The FFCA office  building has also been completed and is
occupied by FFCA and the Fleischer Museum.

<PAGE>
Cushman & Wakefield, Inc.
Mr. Morton H. Fleischer
General Partner                      -2-                        February 3, 1999


         Our  valuation  addresses  the  market  value  of the  fee  simple  and
mortgagee's  interests in this  property and considers the FFCA mortgage note in
effect.  The vast  majority of the data used for this analysis has been supplied
to us by FFCA Management  Company,  L.P., and we have relied upon their database
input, various reports and financial  statements.  We have visited their offices
in  Scottsdale,  Arizona and have had  complete and  unrestricted  access to all
pertinent information,  and have assumed all such information to be accurate and
complete.  We have  verified  certain  data and resolved  any  discrepancies  by
reconciling to Cushman & Wakefield's database.

         For the purposes of our valuation,  we have determined that the highest
and best use of The Perimeter Center is for  parcel-by-parcel  sale to users who
will construct  Class A office  buildings.  In addition to eventual  office use,
portions of The Perimeter Center may be developed with high quality research and
development  or  light   industrial   buildings   incorporating   warehouse  and
distribution  space.  The Income Approach to value is relied upon as the primary
appraisal  technique  based upon the  properties'  capabilities to be bought and
sold in the investment  marketplace.  In the application of the Income Approach,
also  known as a  Subdivision  Analysis,  sales of office  sites in the  Greater
Scottsdale area were researched and compared to the subject  property.  As such,
we have applied both the Income  Approach and the Sales  Comparison  Approach to
the analysis of this  property.  The Cost Approach was not  considered  directly
relevant in the analysis of vacant land. Our  Subdivision  Analysis  anticipated
future income from parcel sales and mortgage  interest and repayment  which were
discounted via a market-derived rate to a net present value estimate utilizing a
cash flow model designed by Cushman & Wakefield, Inc.

         Considering  all of the above factors,  it is the  appraisers'  opinion
that the market value of the fee simple and  mortgagee's  interests in the above
mentioned property which comprises Scottsdale Land Trust Limited Partnership, as
of December 31, 1998, was:

               THIRTY THREE MILLION THREE HUNDRED THOUSAND DOLLARS
                                   $33,300,000

         In addition to the market value of The Perimeter  Center,  cash on hand
and  net  receivables  of  $2,546,851  less  distributions   payable  and  other
liabilities of $639,500, as provided by the General Partner,  results in a total
of $35,207,351. Dividing the total value by the 50,000 outstanding units results
in an  indicated  value per unit  investment  of  $704.15  which  represents  an
increase of 71.78 percent from the adjusted unit investment of $409.91.

         We certify that neither  Cushman & Wakefield,  Inc. nor the undersigned
have any present or prospective interest in the Partnership's properties, and we
have no personal interest or bias with respect to the parties  involved.  To the
best or our  knowledge  and  belief,  the  facts  upon  which the  analysis  and
conclusions  were based are materially  true and correct.  No one other than the
undersigned  assisted by members of our staff who performed  inspections  of the
properties,  performed the analysis and reached the conclusions resulting in the
opinion expressed in this letter. Our fee for this assignment was not contingent
on any action or event resulting from the analysis,  opinions or conclusions in,
or the use of, this  analysis.  Our  analysis has been  prepared  subject to the
Departure  Provision of the Uniform  Standards of  Professional  Practice of the
Appraisal  Foundation and the Code of  Professional  Ethics and the Standards of
Professional  Appraisal  Practice of the  Appraisal  Institute.  The use of this
restricted  appraisal  report is subject to the  requirements  of the  Appraisal
Institute relating to review by its duly authorized  representatives.  As of the
date of this report,  the  undersigned  have completed the  requirements  of the
continuing education program of the Appraisal Institute.

Respectfully submitted,

CUSHMAN & WAKEFIELD, INC.

<TABLE>
<S>                           <C>                           <C>
/s/ Matthew C. Mondanile      /s/ Brian R. Corcoran         /s/ Frank P. Liantonio

Matthew C. Mondanile, MAI     Brian R. Corcoran, MAI, CRE   Frank  P. Liantonio, MAI, CRE
Senior Director               Executive Managing Director   Executive Managing Director
Valuation Advisory Services   Valuation Advisory Services   Valuation Advisory Services
Arizona Temporary Practice
Permit No. TP40428
</TABLE>