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JOINT FILING AGREEMENT
JOINT FILING AGREEMENT, dated as of the 3rd day of April,
1998, among XXXXX X. XXXXXXXXXX, FGS, INC., CAPITAL PARTNERS, INC., CP
ACQUISITION, L.P. NO. 1 and FGS PARTNERS, L.P. (COLLECTIVELY, THE "JOINT
FILERS").
WHEREAS, pursuant to Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), the parties hereto desire
to satisfy any filing obligation under Section 13(d) of the Exchange Act by a
single joint filing;
NOW, THEREFORE, in consideration of the premises and the
mutual covenants herein contained, the Joint Filers hereby agree and represent
as follows:
1. Amendment No. 9 to the Schedule 13D with respect to the
Class A Common Stock, par value $.01 per share, of Security Capital Corporation
(to which this Joint Filing Agreement is an exhibit) is filed on behalf of each
of the Joint Filers.
2. Each of the Joint Filers is eligible to use Schedule 13D
for the filing of information therein contained.
3. Each of the Joint Filers is responsible for the timely
filing of Schedule 13D and any amendments thereto, and for the completeness and
accuracy of the information concerning such person contained therein, provided
that each such person is not responsible for the completeness or accuracy of the
information concerning the other persons making the filing, unless such person
knows or has reason to believe that such information is inaccurate.
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IN WITNESS WHEREOF, the undersigned have caused this Joint
Filing Agreement to be duly executed and delivered as of the date first above
written.
/s/Xxxxx X. Xxxxxxxxxx FGS PARTNERS, L.P.
------------------------------- By Capital Partners, Inc.
XXXXX X. XXXXXXXXXX General Partner
By: /s/A. Xxxxxx Xxxxxxx
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A. Xxxxxx Xxxxxxx
Vice President
CP ACQUISITION, L.P. NO. 1 FGS, INC.
By: FGS, Inc.
General Partner
By: /s/A. Xxxxxx Xxxxxxx
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A. Xxxxxx Xxxxxxx
By: /s/A. Xxxxxx Xxxxxxx Vice President
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A. Xxxxxx Xxxxxxx
Vice President
CAPITAL PARTNERS, INC.
By: /s/A. Xxxxxx Xxxxxxx
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A. Xxxxxx Xxxxxxx
Vice President