TERM:  LESSEE to have and to hold above described premises for a term of
     ___ month(s) commencing on _________________ and terminating on ________
     ____________, _____ on the terms and conditions as set forth herein.

     Term:  The Term of this Lease shall commence thirty (30) days after com-
pletion and delivery of the premises to Lessee, or on the day Lessee opens for 
business in the premises, whichever is the earlier, and shall continue for a 
period of _________________ (   ) years thereafter, said Term to be subject to 
extension pursuant to agreement of the parties or any option hereinafter set 
forth.  A memorandum acknowledging the date of commencement of said Term shall 
be executed promptly thereafter by the parties hereto.

     Early Entry:  At anytime prior to the commencement of the Term hereof, 
Lessee, at its risk, may enter upon and may store the premises as it may 
elect; provided, however, that such storage and installation shall not unduly 
interfere with any construction to be undertaken on the premises, and the same 
shall not be construed as an acceptance of the premises by Lessee or as a wai-
ver of any of the provisions hereof.

     Exit Privilege:  Should Lessee be unable to conduct its business profit-
ably as contemplated, Lessee may elect to terminate this Lease upon thirty 
(30) days written notice.  Upon Lessee's election to terminate this Lease, Les-
see will pay to Lessor an exit fee set forth in Exhibit C.

     First Option to Extend Term:  Unless Lessee gives at least ninety (90) 
days prior written notice of its election not to extend the Term of this 
Lease, the Term hereof shall automatically be extended for an additional 
period of _________________ (   ) years from the end of the Term of this 
Lease, upon all the terms and conditions and upon the same rental herein 
contained.

     Second Option to Extend Term:  Unless Lessee gives at least ninety (90) 
days prior written notice to the end of the First Option Period of its elec-
tion not to extend the Term of this Lease, the Term hereof shall automatically 
be extended for an additional period of _________________ (   ) years from the 
end of the First Option Period, upon all the terms and conditions and upon the 
same rental herein contained.

Term:

     Term:  The term of this Lease shall be for a period of                 
(   ) years commencing on ______________________________________ and ending on               
________________; said Term subject to extensions pursuant to agreement of the 
parties or any option hereinafter set forth.

     Possession:  If Lessor is unable to deliver possession of the premises by 
the date specified for the commencement of the Term as a result of causes be-
yond its reasonable control, Lessor shall not be liable for any damage caused 
for failing to deliver possession, but this Lease shall be voidable.  Lessee 
shall not be liable for rent until Lessor delivers possession of the premises 
to Lessee, and if the Term shall not be extended by the Lessee by ____________
_____________, 19____, Lessee may elect to terminate this Lease by giving 
notice to Lessor at any time before the date Lessor delivers possession of the 
premises to Lessee.

     Early Entry:  At any time prior to the commencement of the Term hereof, 
Lessee, at its risk, may enter upon and may store such property and install 
such fixtures, equipment and furniture in the premises as it may elect; pro-
vided, however, that such storage and installation shall not unduly interfere 
with any construction to be undertaken on the premises, and the same shall not 
be construed as an acceptance of the premises by Lessee or as a waiver of any 
of the provisions hereof.

     Exit Privilege:  Should Lessee be unable to conduct its business profit-
ably as contemplated, Lessee may elect to terminate this Lease upon thirty 
(30) days written notice.  Upon Lessee's election to terminate this Lease, 
Lessee will pay to Lessor an exit fee set forth in Exhibit C.

     First Option to Extend Term:  Unless Lessee gives at least ninety (90) 
days prior written notice of its election not to extend the Term of this 
Lease, the Term hereof shall automatically be extended for an additional 
period of _______________________ (   ) years from the end of the Term of this 
Lease, commencing on ______________________, and ending on __________________, 
upon all the terms and conditions and upon the same rental herein contained.

     Second Option to Extend Term:  Unless Lessee gives at lest ninety (90) 
days prior written notice to the end of the First Option Period of its elec-
tion not to extend the Term of this Lease, the Term hereof shall automatically 
be extended for an additional period of __________________________ (   ) years 
from the end of the First Option Period commencing on ________________________
____________ and ending on ____________________, upon all the terms and condi-
tions and upon the same rental herein contained.

     Term:  The term of this lease shall be for a period of __________________ 
years commencing on the _____ day of _________________, 19____ and terminating 
on _____ day of __________________, 19____.

     The original term of this Lease shall be for a period of ________ years 
commencing on occupancy by Lessee, promptly following Lessor's completion of 
its work pursuant to Paragraph (   ) hereof.  The parties shall agree in 
writing as to the date Lessee has occupied the leased premises.

     Term:  The term of this Lease shall be for _____ years, commencing on the 
day that _________________ Escrow # _____ closes unless sooner terminated pur-
suant to any provision hereof.

     Delivery of Possession:  Tenant shall be deemed to have taken possession 
of the Premises upon close of Escrow # _____.

     Term:
a)  The term of this lease is _____ years, commencing on ___________________.
b)  Lessor shall, at its expense and prior to Lessee taking possession of the 
    Leased Premises, provide the following:
    
     1.  Acoustical ceiling.
     2.  Lighting to provide an illumination level of 100 footcandles at the 
         height of 30" above the floor throughout the leasable area.
     3.  Painted dry-wall partitioning as shown in red on Exhibits (   ).
     4.  Electrical outlets as shown on Exhibits (   ).
     5.  Telephone outlets as shown on Exhibits (   ).
     6.  Doors, complete with frames and hardware as shown on Exhibits (   ).
     7.  Sufficient draperies or similar quality window coverings on all ex-
         terior windows.
     8.  Securities service as appropriate for a first class office building.
     9.  All fire fighting equipment required by municipal ordinance or code.

c)  The Building is now scheduled for or under construction and Lessor is de-
    sirous of having the same completed as soon as possible.  In the event, 
    however, the Building is not completed, or the Leased Premises covered by 
    said Lease are not ready for occupancy by the time of said commencement 
    date for any reason or cause, Lessor shall not be liable or responsible 
    for any claims, damages or liabilities in connection therewith or by rea-
    son thereof, and said Lease shall be effective only from the time that the 
    Building is completed and the Leased Premises have been prepared and are 
    ready for the occupancy of Lessee, which date shall be the date of com-
    mencement of the term of said Lease.  In such event, rental under said 
    Lease shall not commence until said revised commencement date, and the 
    stated term in said Lease shall thereupon commence and the expiration date 
    shall be extended so as to give effect to the full term.  When the Leased 
    Premises are occupied by Lessee, Lessor and Lessee will, at the request of 
    either, execute a declaration specifying the beginning date of the term of 
    said Lease, the number of square feet of rentable area covered by this 
    Lease and the amount of monthly rental to be paid for initially.  If the 
    Leased Premises are not ready for occupancy on or before ________________, 
    Lessee, at its sole option, either (i) terminate this Lease forthwith and 
    Lessor shall immediately refund any and all money which Lessee may have 
    paid pursuant to this Lease, or (ii) to complete the building and appurte-
    nant improvements for Lessor's account and withhold Lessee's costs thereof 
    from the rent next coming due until Lessee is fully reimbursed, provided 
    that Lessee shall give Lessor written notice of exercise of such option on 
    or before _________________________.  Lessor shall use its best efforts to 
    advise Lessee of the estimated completion date at least thirty (30) days 
    in advance thereof.

     Term:  The term of this Lease shall be for a period of __________________ 
years, commencing on __________________________ (the "commencement date"), and 
continuing through and terminating on _______________________________.  Should 
Lessor fail or be unable to deliver possession of the premises to Lessee on 
the commencement date, Lessor shall pay to Lessee upon demand all holding over 
costs and expenses incurred by Lessee in connection with Lessee's lease of 
certain other facilities located at _________________________________ provided 
that Lessor shall not be responsible for such costs and expenses if any such 
delay is caused by circumstances beyond the control of Lessor.  In no event 
shall Lessee be liable to Lessor for any rent or other charges under this 
Lease prior to the delivery of possession of the premises to Lessee finished 
in accordance with Exhibits (   ) and (   ).

     This Sublease is for the term beginning _____________________________ and 
ending ______________________, at an annual rent of _________________________, 
payable in equal monthly installments of ________________________, in advance 
without notice on or before the first day of each month during the term of 
this lease.  The said rent shall be paid to Sublessor at ____________________.

     Term:  a. Subject to and upon the terms and conditions set forth herein, 
or in any exhibit or addendum attached hereto, this Lease shall continue in 
force for a term of ___________ months beginning on the _____ day of _________
________, 19____, and ending on the _____ day of ________________, 19____.


     b.  Lessor shall, at its expense and prior to Lessee's taking possession 
of the Lease Premises, provide the following:

     (1) Lineal feet of painted dry-wall partitioning;
     (2) Doors, complete with frames and hardware;
     (3) Electrical outlets;
     (4) Telephone outlets;
     (5) Wall switches;
     (6) 2'x4' lay-in fluorescent lights;
     (7) Yards of standard building carpeting;
     (8) Window blinds;
     (9) Miscellaneous
          (a)

          (b)

     c.  Lessee agrees to deliver to Lessor not later than __________________, 
a floor plan layout indicating partitions, electrical outlets, location of 
interior lights, wall switches, and telephone outlets and other improvements 
desired by Lessee in the Lease Premises.  All costs and expenses of said 
improvements in excess of the costs for those items listed in Paragraph 2B 
above will be paid for by Lessor within ten (10) days of receipt of invoice.

     d.  The building is under construction or is presently scheduled for 
construction; however, in the event the Building and/or the Lease Premises are 
not completed or ready for occupancy on the commencement date, as set out in 
Paragraph A above, for any reason or cause whatsoever, Lessor shall not be 
liable or responsible for any claims, damages, or liabilities in connection 
therewith.  The completion date shall be the date upon which the improvements 
to be erected upon the Lease Premises shall have been substantially completed 
in accordance with the plans and specifications, which are to be approved by 
both Lessor and Lessee prior to the construction of said improvements.  This 
Lease Agreement shall be in full force and effect from the time Lessor advises 
Lessee in writing that the Lease Premises are ready for occupancy by Lessee.
If occupancy occurs on a date other than that specified in Paragraph A, Lessor 
and Lessee will execute a Declaration specifying the beginning date of the 
term of this Lease Agreement and the date that rent shall commence.  If the 
beginning date of the term of the Lease Agreement is amended, then the expira-
tion date shall be revised so as to give effect to the full stated term as 
specified in Paragraph A.  Taking of possession by Lessee shall be deemed 
conclusively to establish that said Buildings and other improvements have been 
completed in accordance with the plans and specifications and that the Lease 
Premises are in good and satisfactory condition, as of when possession was so 
taken, and all terms and conditions of the Lease Agreement will be in full 
force and effect.  Lessee shall, upon demand, execute and deliver to Lessor or 
Lessee's mortgagee a letter of acceptance of the Lease Premises and such other 
certificates as may be required, including Estoppel Certificates.

     TERM AND TERMINATION.  The term of this Lease shall be for a period of 
three (3) years commencing on ________________________ and terminating at mid-
night on __________________________ ("INITIAL TERM"), unless extended as here-
inafter provided.  Lessee shall have the successive rights and options to ex-
tend this Lease for three (3) additional terms of three (3) years each imme-
diately following the INITIAL TERM by giving Lessor one hundred eighty (180) 
days written notice prior to the expiration of the INITIAL TERM or of any of 
the extended terms, as the case may be, of LESSEE's exercise of its option to 
extend.  Said extension shall be on the same terms and conditions as set forth 
in this Lease.

     POSSESSION.  Except as otherwise expressly provided herein, Lessor shall 
deliver possession of the Leased Premises to Lessee on or before the Commence-
ment Date in their condition as of the execution and delivery hereof, reason-
able wear and tear excepted.  If Lessor gives possession prior to the Com-
mencement Date to enable Lessee to fit the Leased Premises to its use, such 
occupancy shall be subject to all the terms and conditions of this Lease (ex-
cept that Lessee shall not be required to pay rent during such occupancy).  If 
Lessor shall be unable to deliver possession of the Leased Premises on the 
Commencement Date by reason of the fact that work required to be done by Les-
sor hereunder, if any, has not been completed for any reason, or because a 
prior tenant has failed to deliver up possession of the Leased Premises or for 
any other cause beyond the control of Lessor, Lessor shall not be subject to 
any liability for the failure to give possession on said date, nor shall the 
validity of this Lease or the obligations of Lessee hereunder be in any way 
affected.  Under such circumstances, unless the delay is the fault of Lessee, 
rent and other charges hereunder shall not commence until the latter of the 
date possession of the Leased Premises is given or the Commencement Date.

     Structural Integrity of Building.  The Lessor shall guarantee the struc-
tural integrity of the Building as described on Exhibit B hereto throughout 
the term of this Lease and any extensions thereof as provided herein, such 
guarantee to extend to, but not be limited to, structural buckling, settlement 
or failure of foundation and footings, and wall, load bearing capacity of roof 
and exterior walls.  Lessor's structural warranties are limited to design and 
capacity as evidenced by original designed blueprints and specifications, and, 
additionally, shall include those structural attachments to Building as ap-
proved in writing by Lessor.

     TERM.  The term of this Lease shall commence on _____________________ the 
first day of the calendar month after completion of construction of a new 
building and other improvements to be constructed by Lessor on the demised 
premises, as hereinafter provided, and shall end ______________ years thereaf-
ter unless sooner terminated as herein set forth.
     Lessor and Lessee shall execute an instrument fixing the date of com-
mencement and termination of the term of this Lease.
     The term as so fixed is sometimes herein referred to as "original term."

                  ARTICLE     --TERM OF AGREEMENT AND LEASE

     Lessor does hereby demise, let and grant to Lessee, and Lessee does 
hereby hire and take from Lessor, the Property for the rental and purposes 
herein specified, for a term of _____ years, commencing on the _____ day of 
__________________, 19____.

     The Lessor does hereby demise, let and grant to the Lessee and the Lessee 
does hereby hire and take from the Lessor the demised premises and Property 
hereinbefore described and for the rental and purposes herein specified, for 
the term of ______ years, commencing ______________________ and terminating on 
________________________, unless terminated or extended in accordance with the 
provisions hereof.
     Lessee leases the demised premises after an examination of the same, and, 
except as herein expressly otherwise provided, without any representation on 
the part of the Lessor.
     If permission be given by the Lessor to the Lessee to enter into posses-
sion of the demised premises, or to occupy premises other than the demised 
premises, prior to the date herein fixed for the commencement of the demised 
term, such occupancy by the Lessee shall be deemed to be that of a Lessee 
under all the terms, covenants and conditions of this Agreement and Lease, ex-
cept as to the covenant to pay fixed rent.

     The Lessor does hereby demise, let and grant to the Lessee and the Lessee 
does hereby hire and take from the Lessor the Premises and Property hereinbe-
for described and for the rental and purposes herein specified, for the term 
of _____ years commencing ____________________, and terminating ______________
_____________, unless terminated or extended in accordance with the provisions 
hereof.  Lessee may renew and extend the term of this lease for _____ of _____ 
year, by providing Lessor with written notice of its election to renew and ex-
tend at lest _____ days prior to the expiration of the base term.  (Hereafter, 
"term" shall include the base term and the renewal thereof.)
     Lessee leases the Premises and Property after an examination of the same, 
and, except as herein expressly otherwise provided, without any representa-
tion on the part of the Lessor, except that Lessor represents that there are 
no outstanding notices or orders relating to violations as to the (1) use of 
the Property or (2) the condition thereof.

     Lessor does hereby demise, let and grant to Lessee, and Lessee does here-
by hire and take from Lessor, the Property for the rental and purposes herein 
specified, for a term of ________________________, commencing on the commence-
ment day determined as hereafter provided.
     Within five days following Lessee's delivery of an executed copy of this 
Agreement and Lease under the provisions of Article _____ hereof, Lessor shall 
deliver exclusive possession of the premises to Lessee and Lessee's rental 
obligation shall commence on the date of such possession.  Rent shall be 
prorated in the event that such possession shall commence on any date other 
than the first day of the month.
     The commencement date of the initial term of this Agreement and Lease 
shall be the first day of the month following delivery of exclusive possession 
to Lessee by Lessor.
     Provided Lessee is not in default after expiration of any applicable cure 
period under any of the terms and conditions of this Agreement and Lease, Les-
see may at its election renew the term of this Agreement and Lease for a fur-
ther period of _________________________ from the expiration hereof, under the 
same terms and conditions as herein set forth.  If this Agreement and Lease is 
renewed for the extended term herein provided, then Lessee shall have the op-
tion of renewing said Agreement and Lease for a further period of ______ years 
from the expiration of the renewal term hereof, under the same terms and con-
ditions as herein set forth.  Written notice of Lessee's option to renew the 
term hereof shall be given by Lessee to the Lessor not less than _____________
before the expiration of the origianl term of this Agreement and Lease as set 
forth in Article _____ hereof and any renewal period thereof.

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