ASSIGNMENT OF
                      PERMITS AND WARRANTIES


          Angeles Partners 16, a California limited partnership, in
consideration of Ten Dollars ($10.00) and other good and valuable
consideration in hand paid, receipt whereof is hereby acknowledged,
by North Prior, L.L.C., a Delaware limited liability company with
an address of 739 Vandalia, St. Paul, MN  55114 ("Assignee") hereby
assigns unto Assignee its successors and assigns:

          All of Assignor's right, title and interest in and to all
those permits and warranties and all renewals, modifications and
amendments thereof which concern the maintenance and/or operation
of the parcel of land, together with the buildings and improvements
erected thereon, situate, lying and being in the City of St. Paul,
Ramsey County, Minnesota, commonly known as bounded and described
as more particularly set forth in Exhibit A annexed hereto and made
a part hereof (collectively, the "Premises"), subject to the
covenants, conditions and provisions also mentioned in each of the
said permits and Warranties.

     IN WITNESS WHEREOF, this Assignment of Permits and Warranties
has been duly signed and sealed by the parties hereto as of the
12th day of June, 1995.


                              ASSIGNOR:
                              
                              ANGELES PARTNERS 16,
                              a California limited partnership
                              
                              
                              By:  Angeles Realty Corporation II,
                                   a California corporation,
                                   General Partner
                              
                              
                              By: /s/ Robert D. Long, Jr.
                                  Its: CAO/Controller
                              


                              
                              
                              ASSIGNEE:
                              
                              NORTH PRIOR, L.L.C.
                              a Delaware limited liability company
                              
                              
                              By:  NORTH PRIOR CORPORATION,
                                   a Minnesota corporation,
                                   Chief Manager
                              
                              
                              By: /s/ Gerald L. Trooien
                                 Gerald L. Trooien, President

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                            EXHIBIT A

                       Property Description

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                            EXHIBIT B


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