DAMAGES FROM CERTAIN CAUSES
         Landlord shall not be liable or responsible to Tenant for any
loss or damage to any property or person occasioned by theft, fire, act
of God, public enemy, injunction, riot, strike, insurrection, war,
court order, requisition or order of governmental body or authority, or
for any damage or inconvenience which may arise through repair or
alteration of any part of the Building, or failure to make any such
repairs.

DAMAGE BY FIRE OR OTHER CASUALTY
         If the leased premises or the Building are made substantially
untenantable by fire or other casualty not due to negligence of Tenant,
Landlord alone may elect (a) to terminate this lease as of the date of
the fire or casualty by notice to Tenant within thirty (30) days after
that date.   (b) to repair, restore or rehabilitate the building or
the leased premises at Landlord's expense within ninety (90) days or
within such longer time as may be required because of strikes, inabil-
ity to obtain materials or equipment, or other cause beyond reasonable
control of Landlord, after Landlord is unable to take possession of the
damaged leased premises and undertake reconstruction or  repairs.  In
which latter event this lease shall not terminate but rental shall be
abated on a per diem basis while the leased premises are untenantable
or due to act or neglect of Tenant, Landlord shall have such rights at
Tenant's cost and expense (except that Tenant shall not bear such ex-
pense to the extent that Landlord is reimbursed therefor by its
insurer).  If Landlord elects so to repair, restore or rehabilitate the
building or the leased premises and, in cases not due to act or neglect
of Tenant, does not substantially complete the work within the fore-
going period, either party can terminate this lease as of the date of
such fire or casualty by notice to the other party not later than
thirty (30) days after the expiration of such period.  In the event of
termination of this lease pursuant to this paragraph, rental shall be
apportioned on a per diem basis and be paid to the date of the fire or
casualty.

    In the case of the total destruction of the building or of the
Premises by any cause whatsoever either during the term or prior there-
to, or during any renewal or extension period, or in case of such
partial destruction thereof as to render the Premises wholly untenantable
and unfit for the Tenant's occupancy, then in any such event, the term
shall cease and determine as of the date of such damage or destruction,
and the rent, including rents paid in advance shall be adjusted and ap-
portioned as of the date of such damage or destruction.   Provided, how-
ever, that should the Premises be capable of restoration to its pre-
vious good tenantable condition, Landlord may, at its option, advise
Tenant of its intention to restore the Premises within sixty (60) days
from the happening of such damage, after which the Landlord shall enter
and, with the proceeds of insurance, repair the same with all
reasonable speed, and the Lease shall continue in full force and
effect, but no rent shall accrue after said damage until such time as
the repairs shall have been completed.  In the event of the partial de-
struction of the Premises, not rendering the Premises wholly un-
tenantable, by any cause whatsoever, the Premises shall be promptly re-
paired or restored by Landlord with the proceeds of insurance, provided
that insurance proceeds are available for this purpose, or if not avail-
able, at Landlord's option, and the rent, until the completion of such
repairs or restoration, shall abate in proportion to the area of the
Premises which is unusable by the Tenant.

                             DAMAGE OR DESTRUCTION

If the Demised Premises or the building of which they are a part are
damaged or destroyed by fire, the elements or other casualty and such
damage or destruction is of such a nature that it can be repaired or
reconstructed within ninety (90) days, then Landlord shall make such
repairs or reconstruction within ninety (90) days and an abatement
shall be made in the rents due under this Lease based on the time and
extent to which the Demised Premises are not suitable for use by Ten-
ant.  If the Demised Premises or the building of which they are a part
are damaged or destroyed by fire, the elements or other casualty and
such damage or destruction is of such a nature that it cannot be re-
paired or reconstructed within ninety (90) days then at Tenant's option.
(i) this Lease shall terminate without further obligation of Tenant.
(ii) this Lease shall continue and all rents due shall abate based on
the time and extent to which the Demised Premises are not suitable for
use by Tenant.  In the event of a termination of this Lease as set
forth above, Tenant shall pay rents due until the time of the damage or
destruction and all prepaid rents and deposits shall be returned to Ten-
ant.  If Tenant does not terminate this Lease as set forth above, the
term of this Lease shall, at the option of Tenant, be extended by a
period of time equal to the period from the time of the damage or de-
struction to the time that the building and Demised Premises are
repaired.

         DAMAGE OR DESTRUCTION.  In the event of damage or destruction
from any cause so that the premises, or any part thereof, shall become
wholly or in part untenantable or unsafe, Landlord shall restore said
premises to substantially the same condition as before and the rent (or
a just and proportionate part thereof, according to the nature and ex-
tent of damage) shall abate until the premises shall have been so re-
stored.  If said restoration can be made within ninety (90) days after
the date of the destruction, but subject to the provisions of paragraph

    hereinafter contained, the Lease shall not terminate, otherwise
Tenant can terminate this Lease by giving written notice to Landlord.

DAMAGE OR DESTRUCTION OF PREMISES

         In the event that the demised premises be damaged or destroyed
by fire or other casualty during the term of this lease, lessor shall
forthwith repair the same.  During the period of reconstruction of the
premises, Lessee shall be entitled to a proportionate deduction of the
monthly rental, to be based upon the extent to which the premises are
not usable for the business purposes of lessee.  If such repairs cannot
be completed within one hundred twenty (120) days from the date of such
damage or destruction under applicable Federal, State or local govern-
ment laws and regulations this lease may be terminated as of the date
of such damage or destruction at the election of either party and any
unearned rent paid in advance by lessee shall be refunded to it.  No-
tice of election to terminate this lease shall be given in writing
within thirty (30) days after the occurrence of the casualty.  In the
event of any dispute between lessor and lessee relative to the
provisions of this paragraph, they shall each select an arbitrator, the
two arbitrators so selected shall select a third arbitrator and the
three arbitrators so selected shall hear and determine the controversy
and their decision shall be final and binding upon both lessor and les-
see.  Lessor and lessee shall bear the cost of such arbitration equally
between them.

         FORCE MAJEURE.  In the event that either party hereto shall be
delayed or hindered in or prevented from the performance of any of
their or its respective provisions anywhere herein contained, by reason
of (i) the destruction, in whole or in part, of any building or
improvement forming a part of the entire premises, or (ii) strikes, or
(iii) lockouts, or (iv) labor troubles, or (v)  war, whether declared
or undeclared, or (vi)  riot, or (vii) Act of God, or (viii) embargoes,
or (ix) delays in transportation, or (x) inability to procure materials
and/or labor, or (xi) failure of power, or (xii) restrictive
governmental laws or regulations, whether valid or not, or (xiii)
insurrection, or (xiv) any other reason other than financial beyond
the reasonable control of such party.  Not the fault of the party so
delayed or hindered in or prevented from performing work or doing acts
otherwise required under this Lease, then performance of such work or
doing of such acts shall be excused for the period of the delay, and
the period for the performance of such work or doing such acts shall be
extended for a period equivalent to the period of such delay.  PROVIDED,
HOWEVER, THAT, the provisions of this paragraph shall not operate so as
to excuse or release Tenant from the prompt payment of rent or other
sums required to be paid by Tenant to Landlord or to other payees
anywhere hereunder, except as otherwise provided in Paragraphs
and         above.

         DESTRUCTION OR DAMAGE TO THE PREMISES.  If the Premises are
totally destroyed by fire, storm, lightning, earthquake, or other
casualty, Lessor or Lessee may terminate this lease of the date of such
destruction.  Should the Demised Premises be so damaged by fire, storm,
lightning, earthquake, or other casualty that rebuilding or repairs
cannot be completed within ninety (90) days from the date of the fire,
storm, lightning, earthquake, or other casualty, then either Lessor or
Lessee may terminate this lease, in which event rent shall be abated
from the date of such damage or destruction.  However, if the damage or
destruction is such that rebuilding or repairs can be completed within
ninety (90) days, the Lessor covenants and agrees to make such repairs
with reasonable promptness and dispatch, and to allow Lessee an
abatement in rent for such time as the building is untenantable or
proportionately for such portion of the premises as shall be
untenantable, the Lessee covenants and agrees that the term of this
lease shall not be otherwise affected.

         (a) In the event of any such destruction of damage, Lessor
shall apply all proceeds received by Lessor from any insurance as
specified herein toward such restoration or repairs of such damage or
less.  All sums of money necessary to effect such repair,
reconstruction, or replacement over and above the amount available from
said insurance monies shall be at the cost and expense of Lessor.

    DAMAGE    In the event that the building or Premises are damaged
for any reason whatsoever and Tenant is unable, in Tenant's sole
discretion, to carry on its normal business operations for a period of
thirty (30) days or more, Tenant shall have the right to terminate this
lease by giving written notice of such termination to the Landlord no
later than thirty (30) days after the occurrence of such damage.  Upon
such termination, Tenant's obligations hereunder and each of them,
including the obligation to pay rent, shall cease and determine as of
the day the Premises were so damaged.  If in Tenant's sole discretion,
it is unable to carry on its normal business operations for a period of
less than thirty (30) days because of such damage, rent shall abate for
the period the Premises are untenantable.

     In the event the Premises are partially damaged by fire or other
casualty and Tenant shall determine that it is able to carry on its
normal business operations, Tenant shall pay rent for only such
portion of the Premises which Tenant in its sole judgment may
reasonably occupy during the time required to make repairs.  All
repairs necessary to restore the Premises to its original condition
shall be.

    (a)  commenced within thirty (30) days after the occurrence
         of such damage.

    (b)  performed in a diligent and workmanlike manner with
         material of at least the same quality utilized originally
         in the construction of the Premises.

    (c)  completed by Landlord at Landlord's sole expense with
         a minimum of interference with Tenant's normal business
         operations.

    If in Tenant's sole judgment, Landlord shall not have performed any
of the above obligations in strict compliance therewith, then Tenant
may, but shall not be required to, undertake such obligations, and all
costs and expenses incurred by Tenant as a result thereof may be de-
ducted from any rent or other payment due or to become due hereunder.

         Untenantability.  In the event (a) Premises are made un-
tenantable by fire or other casualty and Landlord shall decide not to
restore or repair the same.   (b) the Building is so damaged by fire
or other casualty that Landlord shall decide to demolish or rebuild the
same, then, in any of such events, Landlord shall have the right to
terminate this Lease by notice to Tenant within ninety (90) days after
the date of such fire or other casualty and the rent shall be
apportioned on a per diem basis and paid to the date of such fire or
other casualty.  In the event the Premises are made untenantable by fire
or other casualty and Landlord shall decide to rebuild and restore the
same, this Lease shall not terminate and Landlord shall repair and re-
store the Premises at Landlord's expense and with due diligence, sub-
ject, (i) to reasonable delays for insurance adjustments and (ii)
delays caused by forces beyond Landlord's control, and the rent shall
abate on a per diem basis during the reconstruction and repair.

         In the event the Premises are partially damaged by fire or
other casualty but are not made wholly untenantable, then Landlord
shall, except during the last year of the term hereof, proceed with all
due diligence to repair and restore the Premises, subject, however, to
(i) reasonable delays for insurance adjustments, and (ii) delays caused
by forces beyond Landlord's control.  In such event the rent shall abate
in proportion to the non-usability of the Premises during the
period while repairs are in progress unless such partial damages are due
to the fault or neglect of Tenant.  If the partial damage is the result
of the fault or neglect of the Tenant, rent shall not abate during
said period.  If the Premises are made partially untenantable as afore-
said during the last year of the term hereof, Landlord shall have the
right to terminate this Lease as of the date of fire or other casu-
alty, in which event the rent shall be apportioned on a per diem basis
and paid to the date of such fire or other casualty.

         FIRE OR CASUALTY.

         A.  Paragraph       hereof notwithstanding, if the Premises or
the Building (including machinery or equipment used in its operation)
shall be damaged by fire or other casualty (except fires or other casu-
alties resulting from Tenant's fault or neglect) and if such damage
does not render all or a substantial portion of the Premises or Build-
ing untenantable, then Landlord shall repair and restore the same with
reasonable promptness, subject to beyond Landlord's reasonable control.
If any such damage renders all or a substantial portion of the premises
or Building untenantable, Landlord shall have the right to terminate
this Lease as of the date of such damage (with appropriate prorations
of Rent being made for Tenant's possession subsequent to the date of
such damage of those tenantable portions of the Premises) upon giving
written notice to the Tenant at any time within one hundred twenty
(120) days after the date of such damage.  Landlord shall have no
liability to Tenant, and Tenant shall not be entitled to terminate this
Lease by virtue of any delays in completion of such repairs and re-
storation.  Rent, however, shall abate on those portions of the
Premises as are, from time to time, untenantable as a result of such
damage.

         B.  In the event the Building is damaged by fire or other casu-
alty resulting from Tenant's failure or neglect, Landlord shall have
no obligation to repair or restore the Building or any part thereof and
Tenant shall not be released from any of its obligations hereunder
including, without limitation, its duty to repair the Premises and its
liability to Landlord for damages caused by such fire or other casu-
alty.  Tenant hereby acknowledges that Landlord is under no obligation
to insure Landlord's interest in the Premises or the Building.

         C.  Notwithstanding anything to the contrary herein set forth,
Landlord shall have no duty pursuant to this Paragraph     to repair or
restore any portion of the alterations, additions or improvements in
the Premises or the decorations thereto except to the extent that such
alterations, additions, improvements and decorations were provided by
Landlord, at Landlord's cost, at the beginning of the term.  If Tenant
desires any other or additional repairs or restoration and if Landlord
consents thereto, the same shall be done at Tenant's sole cost and ex-
pense subject to all of the provisions of Paragraph hereof.

         If the building or the premises shall be destroyed or damaged
by fire, howsoever caused, or by other elements, or by weakness or de-
cay or by any other cause, so as to render them wholly untenantable or
unsafe, or untenantable or unsafe to such an extent that Tenant cannot
reasonably carry on its business therein, then this lease shall
terminate on the date of such destruction or damage, and both parties
shall thereupon be released from their obligations hereunder, except
that Tenant shall be liable for any rent accrued to and unpaid at the
date of such destruction or damage.  Any rent paid in advance for a
period extending beyond the date of such destruction or damage shall be
refunded pro rata.  If such destruction or damage shall be partial only
and of such nature as to render the building or the premises in part
temporarily untenantable, but not to such extent that Tenant cannot rea-
sonably carry on its business therein, then a just and proportionate
part of the rent.  According to the nature and extent of the damage,
shall be abated from the date of such destruction or damage until they
have been restored by Landlord to proper condition for use and oc-
cupancy, and any rent paid in advance for a period extending beyond the
date of such partial destruction or damage shall be refunded pro rata
and in proportion to such abatement.   Provided that Tenant shall have
the right to terminate this lease and vacate the premises unless the
same shall have been restored by Landlord to proper condition for use
and occupany within ninety (90) days after such partial destruction or
damage.  But Landlord shall not otherwise be liable to Tenant for
failure for any reason so to restore the premises within such period.
Tenant shall give prompt notice to Landlord of any destruction or dam-
age to the premises.  Landlord shall maintain at its own expense such
fire and extended coverage insurance on the premises as it deems de-
sirable for its protection and hereby waives any and all claims against
Tenant based on loss or damage resulting from fire or extended coverage
perils howsoever caused.

         If all or any portion of the premises shall be condemned, ap-
propriated or requisitioned by any governmental authority, this lease
may be terminated by either Tenant or Landlord, upon prompt written
notice to the other, as of the date on which possession of the premises
or portion thereof so condemned, appropriated or requisitioned shall be
required for such purpose.  If so terminated, Tenant shall be liable
only for the payment of rent apportioned to the date of such ter-
mination, and Landlord agrees to return to Tenant all unearned rent
paid in advance for any period subsequent to the date of such ter-
mination.  If this lease is not so terminated, an apportionment of the
rent shall be made, and Tenant shall thereafter pay to Landlord rent
only for that portion of the premises not so condemned, appropriated,
or requisitioned.

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