GUARANTY



GUARANTOR:        Michael L. Ashner, c/o Fur Investors, LLC, 100 Jericho

Quadrangle, Suite 214, Jericho, New York 11753 (the "Guarantor).



GUARANTEE:        First Union Real Estate Equity Mortgage Investments, 125 Park

Avenue, 14th Floor, New York, New York 10017, an Ohio business trust (the

"Company").



PURCHASER:        FUR Investors, LLC, 100 Jericho Quadrangle, Suite 214,

Jericho, New York 11753,a Delaware limited liability Company ("FUR").



                  1.       GUARANTY. Guarantor guarantees to the Company the

full and immediate payment in cash of the Company Stock Escrowed Funds and the

Offer Escrowed Funds (as such terms are defined in the Escrow Agreement

contemplated by the Stock Purchase Agreement (the "Stock Purchase Agreement"),

dated the date hereof, between the Company and FUR) when due(the "Obligations")

This is a guaranty of payment and not of collection.



                  2.       CONTINUING AND UNCONDITIONAL GUARANTY; TERMINATION.

This Guaranty is irrevocable, continuing, and unconditional. This Guaranty shall

terminate upon the earlier to occur of (i) deposit of the Obligations with the

escrow agent under the Escrow Agreement either by FUR or the Guarantor and (ii)

termination of the Stock Purchase Agreement.



                  3.       GUARANTOR'S WAIVERS. (a) Guarantor's obligations

shall not be released, impaired or affected in any way by (i) FUR's bankruptcy,

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