


            TERMINATION OF MANAGEMENT AGREEMENT



          This Termination Agreement is made this 12th day of
June, 1996 by and between PITTSTON MALL ASSOCIATES, a
Pennsylvania partnership ("Pittston") and MARK CENTERS LIMITED
PARTNERSHIP, a Delaware limited partnership ("MCLP").


                         RECITALS


          A.   Pittston and MCLP are parties to a certain
Management Agreement dated as of June 3, 1993 (the "Management
Agreement") pursuant to which MCLP is the manager of certain
property owned by Pittston known as the Pittston Mall located in
Pittston Township, Luzerne County, Pennsylvania (the "Property").

          B.   At the February 13, 1996 meeting of the Board of
Trustees of Mark Centers Trust, general partner of MCLP, the
Board of Trustees agreed to cancel and to terminate the
Management Agreement. 

          C.   Pittston and MCLP are entering into this
Termination Agreement in order to render the Management Agreement
null and void and of no further force and effect.  

          NOW THEREFORE, for and in consideration of the
covenants contained herein, and intending to be legally bound
hereby, the parties hereto agree as follows:

          1.   The Management Agreement is null and void and of
no further force and effect.  Except as expressly provided in
Paragraph 2 below, neither Pittston nor MCLP shall have any
further rights or liabilities under the Management Agreement.

          2.   MCLP hereby assigns, and Pittston hereby assumes,
any and all existing contracts and permits in the name of MCLP
relating to the Property.  Pittston and MCLP reaffirm the
survival of Sections 6.1 and 6.2 of the Management Agreement.

          3.   Pittston hereby acknowledges receipt of all items
required to be delivered by MCLP under Section 11.5 of the
Management Agreement.  Attached hereto as Exhibit "A" is a
reconciliation of all Management Fees due to MCLP under Section
3.1 of the Management Agreement and all expense reimbursements
due to MCLP under Section 2.4 of the Management Agreement,
prorated through the date of this Agreement.

          IN WITNESS WHEREOF, Pittston and MCLP have executed
this Termination Agreement as of the day and year first-above
written.


                              PITTSTON MALL ASSOCIATES



                              By:  /s/ Harvey Shanus
                                   Name: Harvey Shanus 
                                   Title: 


                              MARK CENTERS LIMITED PARTNERSHIP, a
                              Delaware limited partnership, by
                              its general partner

                              By:  MARK CENTERS TRUST



                              By:  /s/ David S. Zook
                                   Name: David S. Zook
                                   Title:Executive Vice President

