Exhibit 11


                           FIRST AMENDMENT TO
                    SETTLEMENT AGREEMENT AND RELEASE

            This First Amendment to Settlement Agreement and Release (this
"Amendment") is made and entered into as of the 8th day of October, 1996, by and
between The Krupp Corporation ("Krupp"), a Massachusetts corporation with a
principal place of business at 470 Atlantic Avenue, Boston, Massachusetts
022210, and Liquidity Financial Group, L.P. ("Liquidity") individually and on
behalf of certain Affiliates as defined in the Agreement (as hereinafter
defined), a California limited partnership with a principal place of business at
2200 Powell Street, Suite 700, Emeryville, California 94608.

                               WITNESSETH:

            WHEREAS, the parties entered into a Settlement Agreement and Release
dated the 27th day of June, 1996 (the "Agreement") and desire to amend the
Agreement to eliminate a possible ambiguity, as hereinafter set forth.

            NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto hereby agree as
follows:

            1.    Section 4(d) of the Agreement shall be and hereby is amended
by adding, at the end of said section following the semicolon, the following 
clause:

                  provided, however, that Liquidity and Liquidity Affiliates
                  shall not be deemed to be acting in a "group" in violation of
                  this Section 4(d) solely by virtue of their voting their
                  interests in compliance with Section 4(a) of this Agreement;

            2. Except as expressly set forth above, the Agreement shall remain
in full force and effect without amendment or modification.

            IN WITNESS WHEREOF, the parties have executed this Agreement under
seal as of the date first above written.

LIQUIDITY FINANCIAL GROUP, L.P.                  THE KRUPP CORPORATION
By:   Liquidity Financial
      Corporation, its general partner

      By:  /s/ BRENT DONALDSON                   By:  /s/ LAURENCE GERBER
           -------------------------                 ---------------------------
            Brent Donaldson                           Laurence Gerber
            President                                 President




                                   1