CERTIFICATE OF AMENDMENT
                                       OF
                              LIMITED PARTNERSHIP
                                      FOR
                   LOS ABRIGADOS PARTNERS LIMITED PARTNERSHIP

                 Filed pursuant to A.R.S. 29-309 And 29-311(b)


I.       Name.  The name of the limited  partnership  is LOS ABRIGADOS  PARTNERS
         LIMITED PARTNERSHIP ("The Partnership").

II.      Date of Filing. This certificate shall be filed on November 11, 1993.

III.     Amendment.  The First Amended  Certificate of Limited  Partnership  and
         Amended  Agreement of Los Abrigados  Partners Limited  Partnership (the
         "Certificate")  is hereby  amended to reflect  that, as of November 11,
         1993,  Arthur J. Martori has transferred and assigned all of his right,
         title and interest in and to his Class B Limited  Partnership  Interest
         in the  Partnership  to Martori  Enterprises  Incorporated,  an Arizona
         corporation.

Dated:  November 11, 1993.

ILE SEDONA INCORPORATED, an                      Arthur J. Martori
Arizona corporation, General
Partner
                                                 By:   Arthur J. Martori
                                                       ---------------------
                                                       Outgoing Class B Limited
                                                       Partner




By:    Joseph P. Martori
       ------------------
Title:  Chairman
       ------------------



MARTORI ENTERPRISES INCORPORATED,
an Arizona corporation, Incoming
Class B Limited Partner


By:    Joseph P. Martori
       ------------------
Title:   Chairman
       ------------------