GUARANTY OF PAYMENT

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                                                                November 3, 2003

                               GUARANTY OF PAYMENT

                  This Guaranty ("Guaranty") is made by Bart Blatstein, an

individual, having an address of 1201 Rock Creek Road, Gladwyn, Pennsylvania

19035 ("Guarantor") in favor of Cedar-Riverview LLC ("Cedar GP"), CSC-Riverview

LLC ("Cedar LP") and Cedar Lender LLC ("Cedar Lender") (Cedar GP, Cedar LP and

Cedar Lender, collectively, the "Cedar Group").

                                     RECITALS

                  A. Firehouse Realty Corp. ("Firehouse"), Reed Development

Associates, Inc. ("Reed"), South River View Plaza, Inc. ("South"), River View

Development Corp. ("Development"), Riverview Commons, Inc. ("Commons"; and

together with Firehouse, Reed, South and Development, collectively, the

"Existing Owners") and Cedar LP are parties to that certain Contribution

Agreement dated as of October 2, 2003 (the "Agreement"). Capitalized terms used

herein and not specifically defined herein shall have the respective meanings

ascribed to those terms in the Agreement.

                  B. Pursuant to the terms of the Agreement, it is a condition

to the Closing that this Guaranty be executed and delivered by Guarantor, and,

in order to induce the Cedar LP to enter into the Agreement, which Cedar LP

would not do but for the execution and delivery of this Guaranty, Guarantor has

agreed to indemnify the Cedar Group in accordance with the terms of this

Agreement.

                   C. Guarantor has a direct financial interest in the

consummation of the transactions contemplated by the Agreement.

                                   AGREEMENTS

                  NOW, THEREFORE, intending to be legally bound, Guarantor, in

consideration of the matters described in the foregoing Recitals, which Recitals

are incorporated herein and made a part hereof, and for other good and valuable

consideration, the receipt and sufficiency of which are acknowledged, hereby

covenants and agrees for the benefit of the Cedar Group as follows:

                  1. Terms of Guaranty

                  (a) Guarantor absolutely, unconditionally and irrevocably

guarantees to the Cedar Group the prompt and unconditional payment of any and

all liabilities, obligations, debts, damages, losses, costs, expenses, fines,

penalties, charges, fees, judgments of whatever kind or nature (including but

not limited to reasonable attorneys' fees and other costs of defense) arising or

resulting directly or indirectly from (i) the Partnership's inability to redeem

the Preferred Interest in accordance with the provisions of the [Amended]

Partnership Agreement, or (ii) the failure by the Existing Owners to make

required payments of interest and/or principal under the Owners Loan, in either

case due to:

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                  (i) a petition or application to any tribunal by either or

both of the Existing Owners for the appointment of a trustee or receiver of the

business, estate or assets or of any substantial portion of the business, estate

or assets of either or both of the Existing Owners;

                  (ii) the commencement of any proceedings by either or both of

the Existing Owners under any bankruptcy, reorganization, arrangement,

insolvency, readjustment of debt, dissolution or liquidation law of any

jurisdiction, whether now or hereafter in effect;

                  (iii) the filing of any petition or application described in

clause (i) above;

                  (iv) an involuntary bankruptcy or insolvency proceeding

relating to either or both of the Existing Owners (A) which is commenced by any

party directly or indirectly controlling, controlled by or under common control

with either or both of the Existing Owners (which shall include, but not be

limited to, any creditor or claimant acting in concert with either or both of

the Existing Owners) or (B) in which any party directly or indirectly

controlling, controlled by or under common control with either or both of the

Existing Owners (which shall include, but not be limited to, any creditor or

claimant acting in concert with either or both of the Existing Owners) objects

to a motion by the Cedar Group, or any member thereof, for relief from any stay

or injunction from any remedial action permitted under law or equity;

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                  (v) the entering of any order appointing any trustee or

receiver described in clause (i) above, or declaring either or both of the

Existing Owners bankrupt or insolvent, or approving the petition in any such

proceedings; or

                  (vi) an assignment for the benefit of creditors by either or

both of the Existing Owners;

         (the obligations set forth in this Section 1(a) are collectively

referred to herein as the "Obligations").

         (b) The obligations, covenants, agreements and duties of Guarantor

under this Guaranty shall in no way be affected or impaired by reason of the

occurrence, from time to time, of any of the following with respect to the

Agreement, the [Amended] Partnership Agreement, this Guaranty or any other

documents entered into in connection with the transactions contemplated by the

Agreement (collectively, the "Documents"), even though notice with regard to the

following may not have been given to, or received by, Guarantor, or the further

consent of Guarantor with regard to the following may not have been obtained:

                  (i) The waiver of the performance or observance by either or

both of the Existing Owners or Guarantor of any agreement, covenant, term or

condition to be performed or observed by it;

                  (ii) The extension of the time for the payment of any sums

owing or payable under the Documents or the time for the performance of any

other obligation under or arising out of or on account of the Documents;

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                  (iii) The supplementing, modification or amendment (whether

material or otherwise) of any of the Documents or any of the obligations of

either or both of the Existing Owners or Guarantor, as applicable, set forth in

any of the Documents;

                  (iv) Any failure, omission, delay or lack on the part of the

Cedar Group, or any member thereof, to enforce, assert or exercise any right,

power or remedy conferred on such person in or by virtue of any of the

Documents, or any action on the part of any of the Cedar Group granting

indulgence or extension in any form;

                  (v) Any payment made on the Obligations, whether made by

either or both of the Existing Owners, Guarantor or any other person, which is

required to be refunded pursuant to any bankruptcy or insolvency law; it being

understood that no payment so refunded shall be considered as a payment of any

portion of the Obligations, nor shall it have the effect of reducing the

liability of Guarantor hereunder;

                   (vi) The death of Guarantor; or

                  (vii) The release of either or both of the Existing Owners

from the performance or observance of any of the agreements, covenants, terms or

conditions contained in any of the Documents by operation of law or otherwise.

         (c) Guarantor hereby waives diligence and all demands, protests,

presentments and notices of every kind and nature, including, but not limited

to, notices of presentment, demand for payment or performance, protest, notice

of default or nonpayment, notice of dishonor, notice of protest and notice of

acceptance of this Guaranty and the creation, renewal, extension, modification

or accrual of any of the obligations Guarantor has hereby guaranteed.

         (d) Guarantor hereb