Amendment

Amended and Restated Advisory Contract



                                   EXHIBIT 10.1

                               SIXTH AMENDMENT TO
                     AMENDED AND RESTATED ADVISORY CONTRACT

        THIS SIXTH AMENDMENT TO AMENDED AND RESTATED ADVISORY CONTRACT (the
   "Sixth Amendment"), dated as of January 12, 1995, amends the AMENDED AND
   RESTATED ADVISORY CONTRACT dated as of September 30, 1991, as previously
   amended (the "Contract"), entered into between STORAGE EQUITIES, INC., a
   California corporation (the "Company"), and PUBLIC STORAGE ADVISERS, INC.,
   a California corporation (the "Adviser").

                                 R E C I T A L S

        A.   Defined terms used in this Sixth Amendment (that are not
   otherwise defined) have the meanings assigned to those terms in the
   Contract.

        B.   Pursuant to a Second Amendment to Amended and Restated Advisory
   Contract dated as of May 14, 1992 (the "Second Amendment"), the Company
   and the Adviser amended the Contract to establish the compensation payable
   by the Company to the Adviser upon the issuance of preferred stock.  As
   amended pursuant to a Fifth Amendment to Amended and Restated Advisory
   Contract dated as of August 9, 1994 (the "Fifth Amendment"), Section
   11(a)(iii) of the Contract (the "Subordination Provision") provides that
   the Adviser will not be entitled to payment of the Advisory Fee with
   respect to services rendered during any quarter in which full cumulative
   dividends on the Series A Preferred Stock or Series B Preferred Stock or
   Adjustable Rate Preferred Stock or Series D Preferred Stock have not been
   paid or declared and funds therefor set aside for payment.

        C.   The Company and the Adviser desire to amend the Contract to
   provide that the Subordination Provision also applies to the issuance of
   cumulative preferred stock, Series E in an underwritten offering.

        NOW, THEREFORE, the parties hereby agree as follows:

        1.   Section 11(a)(iii) of the Contract is hereby amended in its
   entirety to read as follows:

                  (iii)  Series A Preferred Stock, Series B Preferred Stock,
             Adjustable Rate Preferred Stock, Series D Preferred Stock and
             Series E Preferred Stock.  The Adviser will not be entitled to
             payment of the Advisory Fee with respect to services rendered
             during any quarter in which full cumulative dividends on the
             Series A Preferred Stock or Series B Preferred Stock or
             Adjustable Rate Preferred Stock or Series D Preferred Stock or
             Series E Preferred Stock (as defined below) have not been paid
             or declared and funds therefor set aside for payment.  To the
             extent that the Adviser receives a monthly payment or payments
             of the Advisory Fee pursuant to Section 11(a)(ii) of the
             Contract with respect to a quarter as to which the Adviser is
             subsequently determined not to be entitled to payment of the
             Advisory Fee, the Adviser shall promptly refund such amounts. 
             "Series A Preferred Stock means the currently outstanding shares
             of the Company's 10% Cumulative Preferred Stock, Series A,
             "Series B Preferred Stock" means the currently outstanding
             shares of the Company's 9.20% Cumulative Preferred Stock,
             Series B, "Adjustable Rate Preferred Stock" means the currently
             outstanding shares of the Company's Adjustable Rate Cumulative
             Preferred Stock, Series C, "Series D Preferred Stock" means the
             currently outstanding shares of the Company's 9.50% Cumulative
             Preferred Stock, Series D, and "Series E Preferred Stock" means
             the shares of the Company's ___% Cumulative Preferred Stock,
             Series E issued in the first underwritten offering following the
             date of this Sixth Amendment.

        2.   The Second Amendment, as amended by the Third Amendment to
   Amended and Restated Advisory Contract dated as of February 25, 1993 (the
   "Third Amendment"), the Fourth Amendment to Amended and Restated Advisory
   Contract dated as of June 7, 1994 (the "Fourth Amendment"), the Fifth
   Amendment and this Sixth Amendment, is not intended to confer or give any
   person (including any holder of the Series A Preferred Stock or Series B
   Preferred Stock or Adjustable Rate Preferred Stock or Series D Preferred
   Stock or Series E Preferred Stock) other than the parties hereto and their
   successors or assigns any rights or remedies under or by reason of the
   Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth
   Amendment or this Sixth Amendment.  The Second Amendment, as amended by
   the Third Amendment, the Fourth Amendment, the Fifth Amendment and this
   Sixth Amendment, may be modified or terminated without the consent of the
   holders of the Series A Preferred Stock or Series B Preferred Stock or
   Adjustable Rate Preferred Stock or Series D Preferred Stock or Series E
   Preferred Stock.

        3.   Except as expressly provided in this Sixth Amendment, all of the
   provisions of the Contract are hereby ratified and confirmed.

        IN WITNESS WHEREOF, the parties hereto have executed this Sixth
   Amendment as of the day and year set forth at the beginning of this Sixth
   Amendment.

                                 STORAGE EQUITIES, INC.,
                                 a California corporation

                                 By: /S/ B. WAYNE HUGHES
                                     -------------------
                                     B. Wayne Hughes
                                     Chairman of the Board

                                 PUBLIC STORAGE ADVISERS, INC.,
                                 a California corporation

                                 By: /S/ HARVEY LENKIN
                                     -----------------
                                     Harvey Lenkin
                                     President