RECITALS:

                                    Exhibit X

           FIRST AMENDMENT TO LIMITED RECOURSE GUARANTY [LAKE ▇▇▇▇▇▇]

      THIS FIRST AMENDMENT TO LIMITED RECOURSE GUARANTY [LAKE ▇▇▇▇▇▇] (this
Amendment") is made as of August 31, 1994, by PRIME GROUP II, L.P., an Illinois
limited partnership ("Guarantor"), and ▇▇▇▇▇▇ INVESTORS LIFE INSURANCE COMPANY,
an Illinois insurance corporation ("Lender").

                                    RECITALS:

      WHEREAS, Guarantor has executed and delivered to Lender a certain Limited
Recourse Guaranty [Lake ▇▇▇▇▇▇], made as of March 22, 1994 (the "Guaranty"); and

      WHEREAS, Guarantor and Lender desire to amend and modify the Guaranty as
provided herein.

      NOW, THEREFORE, in consideration of the foregoing premises, and for other
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Guarantor and Lender hereby agree as follows:

      1. The Guaranty is hereby amended and modified to substitute as Exhibit A
thereto the "Exhibit A" attached hereto and made a part hereof.

      2. Except to the extent expressly amended and modified hereby, the
Guaranty shall remain in full force and effect, unmodified, in accordance with
its terms.

                            [Signature Page Follows]


                                       1


      IN WITNESS WHEREOF, the parties have caused this Amendment to be executed
and delivered as of the date and year first above written.


                                    PRIME GROUP II, L.P., an Illinois limited
                                    partnership

                                    By: PGLP, Inc., an Illinois corporation, its
                                        General Partner

                                        By:   /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
                                        Its:  President


                                    ▇▇▇▇▇▇ INVESTORS LIFE INSURANCE  COMPANY,
                                    an Illinois insurance corporation

                                    By:   /s/ ▇▇▇▇ ▇. ▇▇▇▇
                                    Its:  Authorized Signatory


                                       2


                                    EXHIBIT A

                                   LAKE ▇▇▇▇▇▇

Project:          The Island on Lake ▇▇▇▇▇▇

Lender:           ▇▇▇▇▇▇ Investors Life Insurance Company ("KILICO"). KILICO has
                  provided credit support/enhancement with resect to the Loan.

Borrower:         The Island on Lake ▇▇▇▇▇▇, Ltd., a Texas limited partnership

Loan:             The Loan made pursuant to the Loan Agreement between Capital
                  Health Facilities Development Corporation and Borrower dated
                  12/1/86 in connection with the $25,000,000 Capital Health
                  Facilities Development Corporation Health Facilities
                  Development Revenue Bonds (The Island on Lake ▇▇▇▇▇▇, Ltd.
                  Project) Series 1986; the "Loan" shall include principal and
                  interest payable under any note or other reimbursement
                  obligation of Borrower to Lender relating to Lender's credit
                  support/enhancement of the Loan