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                                 First Amendment to
                           Storage Trust Properties, L.P.
                   Integrated 401(k) Profit Sharing Plan and Trust


             This first Amendment shall become effective as of November 1,
        1996 (the  Effective Date ), and is made and entered into this 31st
        day of October, 1996, by and between Storage Trust Properties, L.P.,
        a Delaware limited partnership, whose only general partner is Storage
        Trust Realty, a Maryland Real Estate Investment Trust (hereinafter
        referred to as the "Employer"), and Boone County National Bank of
        Columbia, Missouri (the "Trustee");

             WITNESSETH:

             WHEREAS, Storage Trust Properties, L.P., has adopted the Storage
        Trust Properties, L.P., Integrated 401(k) Profit Sharing Plan and
        Trust as a Section 401(k) Profit Sharing Plan effective as of July 1,
        1995; and

             WHEREAS, the Storage Trust Properties, L.P., Integrated 401(k)
        Profit Sharing Plan and Trust has been adopted to reward the faithful
        service of its employees and to encourage its employees to continue
        in its employ; and

             WHEREAS, Storage Trust Properties, L.P., desires that this Plan
        qualify under all pertinent provisions of the Employee's Retirement
        Income Security Act of 1974 as amended, and the 1986 Tax Reform Act,
        and all pertinent provisions of the Internal Revenue Code of 1986
        including any substitute and successor sections; and

             WHEREAS, it is intended that all full-time employees of the
        following entities shall be eligible to become Participants in this
        Plan, to-wit:  Storage Trust Properties, L.P., a Delaware limited
        partnership; Storage Trust Realty, a Maryland Real Estate Investment
        Trust; Storage Realty Management Co., a Delaware corporation; and

             WHEREAS,  Storage Trust Properties, L.P., now desires to amend
        the terms of the Plan as more fully set out herein;

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             NOW THEREFORE, effective November 1, 1996, Storage Trust
        Properties, L.P., in accordance with the provisions of Article XV of
        this 401(k) Profit Sharing Plan and Trust, hereby amends the Storage
        Trust Properties, L.P., Integrated 401(k) Profit Sharing Plan as set
        out below, and in consideration of the promises and agreements herein
        contained, the parties hereto do mutually covenant and agree as
        follows:

             1.   A new Section 1.72 is added to the Plan, said new Section
        to read as follows:

                   1.72     401(k) Participant.  401(k) Participant shall
             mean those Employees who, based on the Employer's work standards
             and practices, are expected by the Employer to perform 1,000 or
             more Hours of Service for the Employer during each full Fiscal
             Year of their employment.  The Committee shall certify to the
             Trustee the identity of the 401(k) Participants within a
             reasonable time after such Employees are hired, but in no case
             later than 60 days after hiring.

             2.   Section 4.03 of the Plan is deleted in its entirety, and
        the following new Section 4.03 is inserted in lieu thereof:

                   4.03          Employee's Salary Reduction Election.
                       a.   Each 401(k) Participant may elect to defer a
             portion of his Basic Annual Compensation which would have been
             received in the Plan Year (except for the deferral election) by
             up to the maximum amount which will not cause the Plan to
             violate the provisions of Sections 4.14(a) and 1.47, or cause
             the Plan to exceed the maximum amount allowable as a deduction
             to the Employer under Code Section 404.  A deferral election (or
             modification of an earlier election) may not be made with
             respect to Basic Annual Compensation which is currently
             available on or before the date the 401(k) Participant adopts
             this cash or deferred arrangement, or the date such arrangement
             first became effective.

                       b.   The amount by which Basic Annual Compensation is
             reduced shall be that 401(k) Participant's Deferred Compensation
             and shall be treated as an Elective Contribution and allocated
             to the 401(k) Participant's Elective Contribution Account.

                       c.   The balance in each 401(k) Participant's Elective
             Contribution Account attributable to the deferral election,
             shall be fully Vested at all times and shall not be subject to
             Forfeiture for any reason.

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                       d.   Amounts held in the 401(k) Participant's Elective
             Contribution Account attributable to the salary reduction
             agreement may not be distributable earlier than the following:

                            (1)  A 401(k) Participant's termination of
                  employment, Disability, or death;

                            (2)  A 401(k) Participant's attainment of age 59
                  and one-half;

                            (3)  The termination of the Plan without the
                  establishment or existence of a "successor plan", as that
                  term is described in Regulation 1.401(k)-1(d)(3);

                            (4)  The date of disposition by the Employer to
                  an entity that is not an Affiliated Employer of
                  substantially all of the assets (within the meaning of Code
                  Section 409(d)(2)) used in a trade or business of the
                  Employer if the Employer continues to maintain this Plan
                  after the disposition, but only with respect to a 401(k)
                  Participant who continues employment with the entity
                  acquiring such assets;

                            (5)  The date of disposition by the Employer or
                  an Affiliated Employer who maintains the Plan of its
                  interest in a subsidiary (within the meaning of Code
                  Section 409(d)(3)) to an entity which is not an Affiliated
                  Employer but only with respect to a 401(k) Participant who
                  continues employment with such subsidiary;

                            (6)  The proven financial hardship of a 401(k)
                  Participant, subject to the limitations of Section 1.37; or

                            (7)  Pursuant to the provisions of Section
                  4.03(g) or Section 5.03.

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                       e.   For each Plan Year, a 401(k) Participant's
             Deferred Compensation under this Plan shall not exceed, during
             any taxable year of the 401(k) Participant, the limitation
             imposed by Code Section 402(g), as in effect at the beginning of
             such taxable year.  If such dollar limitation is exceeded, a
             401(k) Participant will be deemed to have notified the
             Administrator  of such excess amount which shall be distributed
             in a manner consistent with Section 4.03(g).  The dollar
             limitation shall be adjusted annually pursuant to the method
             provided in Code Section 415(d) in accordance with Regulations.

                       f.   In the event a 401(k) Participant has received a
             Hardship Distribution from his Elective Contribution Account
             pursuant to Section 12.10 or pursuant to Regulation 1.401(k)-
             1(d)(2)(iv)(B) from any other plan maintained by the Employer,
             then such 401(k) Participant shall not be permitted to elect to
             have Deferred Compensation contributed to the Plan on his behalf
             for a period of twelve (12) months following the receipt of the
             distribution.  Furthermore, the dollar limitation under Code
             Section 402(g) shall be reduced, with respect to the 401(k)
             Participant's taxable year following the taxable year in which
             the Hardship Distribution was made, by the amount of such 401(k)
             Participant's Deferred Compensation, if any, pursuant to this
             Plan (and any other plan maintained by the Employer) for the
             taxable year of the Hardship Distribution.

                       g.   If a 401(k) Participant's Deferred Compensation
             under this Plan together with any elective deferrals (as Defined
             in Regulation 1.402(g)-1(b) under another qualified cash or
             deferred arrangement ( as defined in code Section 401(k)), a
             simplified employee pension (as defined in Code Section 408(k)),
             a salary reduction arrangement (within the meaning of Code
             Section 3121(a)(5)(D)), a deferred compensation plan under Code
             Section 457, or a trust described in Code Section 501(c)(18)
             cumulatively exceed the limitation imposed by Code Section
             402(g) (as adjusted annually in accordance with the method
             provided in Code Section 415(d) pursuant to Regulations) for
             such 401(k) Participant's taxable year, the 401(k) Participant
             may, not later than March 1 following the close of the 401(k)
             Participant's taxable year, notify the Administrator in writing
             of such excess and request that his Deferred Compensation under
             this Plan be reduced by an amount specified by the 401(k)
             Participant.  In such event, the Administrator may direct the
             Trustee to distribute such excess amount (and any income
             allocable to such excess amount) to the 401(k) Participant not
             later than the first April 15th following the close of the
             401(k) Participant's taxable year.  Any distribution of less
             than the entire amount of Excess Deferred Compensation and
             income shall be treated as a pro rata distribution of Excess
             Deferred Compensation and income.  The amount distributed shall
             not exceed the 401(k) Participant's Deferred Compensation under
             the Plan for the taxable year.  Any distribution on of before
             the last day of the 401(k) Participant's taxable year must
             satisfy each of the following conditions:

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                            (i) the distribution must be made after the date
                  on which the Plan received the Excess Deferred
                  Compensation;

                            (ii) the 401(k) Participant shall designate the
                  distribution as Excess Deferred Compensation; and

                            (iii) the Plan must designate the distribution as
                  a distribution of Excess Deferred Compensation.

                       h.   Not withstanding Section 4.03(g) above, a 401(k)
             Participant's Excess Deferred Compensation shall be reduced, but
             not below zero, by any distribution and/or recharacterization of
             Excess Aggregate Contributions pursuant to Section 4.15(a) for
             the Plan Year beginning with or within the taxable year of the
             401(k) Participant.

                       i.  At Normal Retirement Date, or such other date when
             the 401(k) Participant shall be entitled to receive benefits,
             the fair market value of the 401(k) Participant's Elective
             Contribution account attributable to salary reduction
             contributions shall be used to provide additional benefits to
             the 401(k) Participant or his Beneficiary.

                       j.   All amounts contributed to the 401(k)
             Participant's Elective Contribution Account pursuant to Section
             4.03 may be self-directed as provided in Article VII.

                       k.   The Employer and the Administrator shall
             implement the salary reduction elections provided for herein in
             accordance with the following:

                            (i)  Subject to subparagraph (ii) below, the
                  Employer, on behalf of all 401(k) Participants whose
                  Employment Date occurs on or after the Effective Date,
                  shall commence making elective deferrals to the Plan equal
                  to two percent (2%) of the 401(k) Participant s Basic
                  Annual Compensation, effective for the first pay period of
                  the month following three full months of employment (the
                   Initial Deferral ).  All 401(k) Participants who are not
                  Participants as defined in the Plan as of the Effective
                  Date, but who have been employed for at least three full
                  months, may commence making elective deferrals to the Plan
                  effective as of the earlier of the Effective Date or the
                  first pay period of the month following three full months
                  of employment  by filing a written notice with the
                  Administrator within a reasonable time before the
                  applicable date.


<PAGE>
                            (ii)  A 401(k) Participant whose Employment Date
                  occurs on or after the Effective Date may, prior to the end
                  of the second full month of employment, elect to revoke the
                  Initial Deferral or to make an alternative salary reduction
                  election of more or less than two percent (2%) of Basic
                  Annual Compensation, within the limits of this section.
                  The 401(k) Participant shall make such an election by
                  entering into a written revocation agreement or salary
                  reduction agreement with the Employer and filing such
                  agreement with the Administrator.  Such election shall
                  remain in force until modified or revoked. If the 401(k)
                  Participant fails to revoke the Initial Deferral or to make
                  an alternative salary deferral election within such time,
                  then such 401(k) Participant may thereafter revoke or
                  modify the Initial Deferral in accordance with the rules
                  governing revocations or modifications as set out below.

                            (ii) A 401(k) Participant may modify a prior
                  election during the Plan Year and concurrently make a new
                  election by filing a written notice with the Administrator
                  within a reasonable time before the pay period for which
                  modification is to be effective.  However, modifications to
                  a salary deferral election shall only be permitted quarter-
                  annually, or four times per year, during election periods
                  established by the Administrator prior to the first day of
                  a Plan Year and prior to the first day of the fourth,
                  seventh and tenth months of a Plan Year.  Any modification
                  shall not have retroactive effect and shall remain in force
                  until revoked.

                           (iii)  A 401(k) Participant may elect to
                  prospectively revoke his salary reduction agreement in its
                  entirety at any time during the Plan Year by providing the
                  Administrator with thirty (30) days written notice of such
                  revocation (or upon such shorter notice period as may be
                  acceptable to the Administrator).  Such revocation shall
                  become effective as of the beginning of the first pay
                  period coincident with or next following the expiration of
                  the notice period.  Furthermore, the termination of the
                  401(k) Participant's employment, or the cessation of
                  participation for any reason, shall be deemed to revoke any
                  salary reduction agreement then in effect, effective
                  immediately following the close of the pay period within
                  which such termination or cessation occurs.

<PAGE>
             3.   Except as specifically set out herein, the Plan is hereby
        ratified and continued.

        IN WITNESS WHEREOF, the Employer has executed this First Amendment to
        Profit Sharing Plan to be effective as of the 1st day of November,
        1996.


                                      Storage Trust Properties, L.P.
        ("Employer")

                                      By:  Storage Trust Realty, its General
        Partner


                                           By:____Michael G. Burnam____________
                                           Michael G. Burnam, Chief Executive
                                                Officer and Trustee

        Attest:


        _____Stephen M. Dulle___________________________
        Stephen M. Dulle, Chief Financial
             Officer

                                      Boone County National Bank ("Trustee")




                                      By:____Faye Johnson_____________________


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