EXHIBIT 10.56
                                    L E A S E

THIS  LEASE,  made and  entered  into on this 13th day of  October,  2000 by and
between EXECUTIVE  INVESTMENT  ASSOCIATES,  a Florida General  Partnership d/b/a
EXECUTIVE CENTER, hereinafter called Lessor, and Surgical Safety Products, Inc.,
a New York Corporation, hereinafter called Lessee;

                              W I T N E S S E T H :

           That for and in  consideration  of the mutual  covenants  hereinafter
contained and the sums of money paid and hereinafter agreed to be paid by Lessee
to Lessor and for other valuable  considerations,  Lessor does hereby demise and
lease unto Lessee and Lessee does hereby hire and let from Lessor the  following
described property situate in Sarasota County, Florida:

          Suite No. 300,  Executive  Center,  3665 Bee Ridge Road,  the relative
          size and location of the premises being more particularly described in
          Exhibit "A" hereto attached  (hereafter  called "Premises" or "demised
          premises").  For  purposes of this lease the rentable  square  footage
          area of the Premises shall be deemed to be 2,537 square feet.

           1. TERM AND RENT. The term of this lease shall be for a period of six
(6) months and seventeen (17) days,  commencing on October 15, 2000 (hereinafter
called "Commencement Date") and expiring on April 30, 2001. Lessee agrees to pay
Lessor, without demand, set-off or deduction,  rent for the term as set forth in
Exhibit "B" attached hereto and made a part hereof.  Each monthly installment of
rent,  as referred to in Exhibit  "B",  shall be payable in advance to Lessor on
the first  (1st) day of each  calendar  month of the term.  If the  Commencement
Date, as hereinabove defined, is not on the first (1st) day of a calendar month,
rent for the period between Commencement Date and the first day of the following
month  shall be  prorated,  on a per diem  basis,  at the  monthly  rental  rate
hereinabove provided. In addition to the rent herein reserved, Lessee shall also
pay as  additional  rent,  the  amount  of any use or sales  tax on said  rental
imposed by the State of Florida and any federal or local government, which taxes
and other  assessments  shall be paid at the same time and in the same manner as
each payment of rent.

           2. SECURITY  DEPOSIT.  Lessee has deposited  with Lessor,  and Lessor
hereby  acknowledges  receipt of  $3,700.00,  the sum of which  shall be held by
Lessor, without accrual of interest, as security for the faithful performance by
Lessee of all of the terms of this Lease.  Said deposit  shall not be mortgaged,
assigned,  transferred or encumbered by Lessee without the express prior written
consent of Lessor  and any such act on the part of the  Lessee  shall be without
force and  effect  and shall not be  binding  upon  Lessor.  If any of the rents
herein reserved or any other sum payable by Lessee to Lessor  hereunder shall be
overdue or unpaid,  or should  Lessor make  payments on behalf of Lessee,  or if
Lessee shall fail to perform any of the terms of this Lease, then Lessor, at its
option  and  without  prejudice  to any other  remedy  which  Lessor may have on
account  thereof,  may  appropriate  and apply said entire  deposit,  or so much
thereof as may be necessary to



<PAGE>



compensate  Lessor,  toward  the  payment  of any  rent  or  additional  sum due
hereunder or to any loss or damage sustained by Lessor due to such breach on the
part of Lessee;  and Lessee shall  forthwith  upon demand  restore said security
deposit to the  original sum  deposited.  Should  Lessee  comply with all of the
terms and  promptly  pay all of the rentals and all other sums payable by Lessee
to Lessor as they become due,  said deposit  shall be returned in full to Lessee
at the end of the  term.  In the  event of  Bankruptcy  or other  creditor  debt
proceedings  against  Lessee,  the security  deposit shall be deemed to be first
applied to the  payment  of rent and other  charges  due Lessor for all  periods
prior to the filing of such  proceedings.  This deposit may be  commingled  with
other funds of Lessor.

           Lessor  may deliver the security and any other deposit made hereunder
by Lessee to the purchaser of Lessor's  interest in the Executive  Center Office
Building in the event that such  interest  be sold or  otherwise  conveyed,  and
thereupon Lessor shall be discharged from any further  liability with respect to
such deposit;  and this provision shall also apply to any subsequent  transferee
of Lessor.

           3. QUIET  ENJOYMENT.  Provided  Lessee  shall pay all rents as herein
agreed and keep and perform all of the terms,  covenants and conditions  hereof,
Lessee shall peaceably  possess and quietly enjoy the demised  premises  without
hindrance  or  interruption  subject  only to the  terms  hereof,  reservations,
restrictions   and  easements  of  record  and   applicable   zoning  and  other
governmental regulations.

           4. PREMISES.  Lessor shall at Lessor's expense deliver the space with
leasehold improvements "as existing" and as per the attached drawing which shall
include  the  demising  walls,  ceiling,  lighting,  air  conditioning,   walls,
restrooms,  electrical outlets, paint and carpet, all of which shall be building
standard  material and finishes.  The Lessor at his expense shall have the walls
and woodwork  painted in an off white color with a slight blue tint.  The Lessor
shall also have the  carpets  cleaned  and make sure that all lights and outlets
are in proper working condition,  including the replacement of any ceiling tiles
that need to be  replaced.  Any  upgrade  of the  office  space  above  building
standard as "it exist" shall be at the sole expense of the Lessee.  Lessee shall
be responsible for installation of additional leasehold improvements,  including
interior  partitions and any  nonstandard  electrical or plumbing  equipment.  A
layout of all  interior  improvements  must be  submitted to Lessor for approval
before installation.

           Exterior glass used in construction of  the Executive Center, forming
the exterior walls, is guardian  reflective glass one-quarter inch in thickness,
S-Series,  silver color, Code SS-8 and special care shall be taken by the Lessee
so as not to scratch the film on the inside of the glass.

           5. USE OF  PREMISE.  The  demised  premises  shall be used solely for
office use as and no other use shall be made thereof  without the prior  express
written  consent of Lessor.  Lessee shall make no immoral,  offensive or illegal
use of the demised  premises or do anything  thereon  deemed extra  hazardous or
which  would  cause  insurance  rates to  increase.  Lessee  shall  abide by all
reasonable  directions and  requirements of any insurance  company  insuring the
premises and shall keep and abide by all laws, ordinances, rules and regulations
of all governmental  bodies and their respective  regulatory agencies having any
jurisdiction over the demised premises.




<PAGE>


           6.  UTILITIES.  Lessee shall place all accounts for utilities in it's
name and shall pay all charges made for electricity  and other utility  services
which are separately metered or furnished to the leasehold  premises,  including
connection charges and deposits, if required.  Water and sewage charges for each
office  within  Executive  Center  shall be paid by Lessor as part of the Common
Area Maintenance Charges (and reimbursed by Lessee as discussed in paragraph 8).
Lessee shall be responsible for its own janitorial service.

           7.  MAINTENANCE.  Lessor  shall not be called  upon and shall have no
obligation to make any repairs,  improvements  or alterations  whatsoever to the
Premises  except that during the term of this Lease,  Lessor shall  maintain the
exterior  walls  (but  not  glass,  plate  glass,  doors  or  painting)  in good
structural repair, and shall keep the roof of the building watertight; provided,
however,  that  Lessor  shall not be required to make any repairs to the roof or
any part of the Premises  until  written  notice of the need for such repairs is
given to Lessor by  Lessee.  It is further  provided  that  Lessor  shall not be
liable for or required to make any repairs,  or perform any  maintenance,  to or
upon the  Premises  which are  required  by,  related  to or which  arise out of
negligence,  fault,  misfeasance or malfeasance of and by Lessee, its employees,
agent, invitees,  licensees or customers,  in which event Lessee shall be solely
responsible therefore; and if such repairs are undertaken by Lessor, it shall be
solely at the expense of Lessee and Lessee shall pay said amounts within 30 days
of receipt of billing  therefor,  or in the  alternative  shall be considered in
default under the terms of this Lease.

           Lessee  shall  repair, service, keep and maintain the interior of the
Premises,   including  all  plumbing,  wiring,  piping,  sprinkler  system,  and
fixtures,  doors, equipment and appurtenances in good and substantial repair and
in a condition  of first class  appearance  during the entire term of this Lease
and shall  replace all glass in the windows  and doors  broken  during the Lease
term.  Lessee agrees to make repairs  promptly as they may be needed at Lessee's
expense.

           8. AIR CONDITIONING  MAINTENANCE CONTRACT.  Lessor shall enter into a
service agreement for the maintenance of all air conditioning systems within the
Executive  Center.  Lessee  shall  be  responsible  for  the  expenses  of  said
maintenance  service  agreement,  said expense to be paid annually as additional
rent,  by Lessee  along with its rental  payment  next owing after  receipt of a
statement  for the  amount of said air  conditioning  maintenance  expense  from
Lessor. The cost of the air conditioning maintenance contract agreement is based
on a per ton basis on the . total  tonnage of systems in the building and Lessee
shall pay its  prorata  share  based on the  amount of  tonnage  in the  demised
premises.  In the event it is necessary to replace a system,  it shall be at the
expense of the Lessor.

           9.        COMMON AREAS AND COMMON AREA MAINTENANCE EXPENSES.

          A. (I) As used  herein,  "Common  Areas"  shall mean all paved  areas,
     parking  areas,  sidewalks,  walkways,  curbs,  bike  stands,  interior and
     exterior  walkways,  atrium  and  mall  areas,  loading  platforms,  ramps,
     drainage facilities,  landscaped areas, restrooms, lighting fixtures, cable
     facilities,  elevators,  stairways  and  lobbies  located on the  Executive
     Center  property,  and other areas or facilities  on the  executive  Center
     property available for the common use or benefit of Lessees or customers of
     the Executive Center.

          (ii) "Common Area Maintenance"  expenses shall mean all those expenses
     (a) arising  from or related to the  operation of the  Executive  Center by
     Lessor, for maintenance,


<PAGE>



     repair,  all  insurance  (including  but not limited to fire and  casualty,
     liability and extended  coverage),  security (if  applicable),  lighting or
     management  of the  Common  Areas,  including  but  not  limited  to,  pest
     extermination,  inspection of equipment,  supervised  fire sprinkler  alarm
     service, music, removal of rubbish, dirt and debris, planting, landscaping,
     maintenance  of  lighting  facilities  and  drainage  systems,  heating and
     cooling of Common  Areas,  financial  review or audit  cost,  premiums  for
     liability property damage, rent, fire and workmens'  compensation insurance
     for the Executive Center  improvements and Common Areas,  fees for required
     licenses and permits' off-site  administrative  charges; and management fee
     expense not to exceed fifteen percent (15%) of all Common Area  Maintenance
     expenses; as well as expenses for installation,  replacements,  maintenance
     and  operation  of all air  conditioning  and heating  systems  serving the
     Executive Center  (however,  said maintenance and operation shall not apply
     to a heating or air conditioning unit serving an individual  Lessee,  which
     operation,  maintenance  or  replacement  would be a cost to the individual
     Lessee rather than a Common Area Maintenance  expense;  (b) arising from or
     related to the  cleaning,  maintenance  and repair of the  exterior  of the
     Executive  Center  improvement;  (c) incurred for payment of real  property
     taxes and assessments assessed against the Executive Center.

     B. In addition to the Premises, Lessee shall have the right to nonexclusive
use of the Common Areas.

     C. Lessor shall, subject to events beyond its reasonable control,  maintain
during the term of this Lease the Common Areas in good order and repair.

     The Common Areas shall be subject to the exclusive  control and  management
of Lessor  and  Lessor  shall have the right to  establish,  modify,  change and
enforce from time to time rules and regulations with respect to the Common Areas
so long as such rules are not discriminatory against Lessee and Lessee agrees to
abide by and conform  with such rules and  regulations.  Lessee shall not permit
delivery of merchandise at any place or time other than as designated by Lessor.
Lessor  reserves  the  right  at any  time  during  the  term of this  Lease  to
redesignate, alter, modify, expand, reduce and to change the Common Areas and to
place  displays,  or other  improvements  within  the  Common  Areas on either a
temporary or permanent basis.

     In the event that Lessor deems it necessary to prevent the  acquisition  of
public rights in and to the Executive Center grounds and paved areas, Lessor may
from time to time temporarily  close portions of the Common Areas, and may erect
private  boundary  markers  or take such  steps as deemed  appropriate  for that
purpose.  Such  action  shall not  constitute  or be  considered  an eviction or
disturbance of Lessee's quiet possession of the Premises.

     No  portion of the Common  Areas  shall be used by Lessee,  or any agent or
employee of Lessee, for any advertising,  political campaigning or other similar
use, including without limitation,  the dissemination of advertising or campaign
leaflets or flyers.

     D. For each  calendar  year,  Lessor  shall  furnish to Lessee an estimated
budget for the coming  calendar  year of all Common Area  Maintenance  expenses.
Lessee agrees to pay to Lessor, as additional rent, Lessee's proportionate share
of all Common Area  Maintenance  expenses,  which  payment  shall be in the same
ratio that the square footage of the Premises bears to the total leasable square
footage  within  the  Executive  Center.  Lessee  shall pay to Lessor  with each
monthly


<PAGE>



rental  payment,  as additional  rent, an amount equal to one-twelfth  (1/12) of
Lessee's  annual  pro  rata  share  of the  estimated  Common  Area  Maintenance
expenses,  based upon the  budget  for that year  (which  budget  shall  include
Lessor's  estimate of real estate taxes and  assessments  and  insurance for the
coming year).  Lessor has the right to adjust the actual total  leasable  square
footage of the  building  to reflect  any  changes in square  footages of leases
executed,  or the  remeasurement  of part,  or all of the  leasable  area in the
building.

     After the conclusion of each calendar year,  Lessor shall furnish to Lessee
a  statement  certified  by Lessor as  correct  reflecting  actual  Common  Area
Maintenance  expenses for the  Executive  Center for the previous  year. If said
statement  reflects that Lessee paid more than its pro rata share of Common Area
Maintenance  expenses in the previous year, Lessee shall be entitled to a credit
against the next rental payment due (and such additional monthly rental payments
thereafter  as  allow a  complete  offset  of said  credit).  If said  certified
statement reflects that Lessee paid less than its proportionate  share of Common
Area  Maintenance  expenses in the prior year,  Lessee shall pay such additional
amount owing, as additional rent, along with the next rental payment due.

     10. LIABILITY INSURANCE AND INDEMNIFICATION.  Lessor shall not be liable to
Lessee or any other  person for any damage to property or injury to persons upon
the  demised  premises  from causes  including,  but not limited to, act of God,
fire,  water or any defect or  occurrence  arising from or in any way related to
Lessee's use of the premises.  Lessee shall  indemnify and hold harmless  Lessor
from and against any and all liabilities,  claims, demands,  damages,  expenses,
fees, finds, penalties, suits, proceedings,  actions and causes of action of any
and every kind arising out of Lessee's use, occupancy,  management or control of
the demised  premises or any  portion  thereof,  or arising out of or in any way
connected  with any act or omission of the Lessee,  any of Lessee's  sublessees,
licensees, agents or representatives and their respective successors and assigns
or anyone claiming by, through,  under or against Lessee,  or resulting from any
breach,  violation or  nonperformance  of any  covenant,  condition or agreement
herein contained on the part of the Lessee to be kept and performed resulting in
loss of life or injury to any  person or damage to any  property.  Lessee  shall
defend any and all actions,  suits or proceedings  which may be brought  against
Lessor,  or in which the Lessor may be impleaded or joined with others and shall
satisfy, pay and discharge any and all judgments, orders and decrees that may be
recovered  against  Lessee  or  Lessor in any such  action  or  proceedings.  In
addition to the  foregoing,  Lessee  shall  carry and pay for general  liability
insurance fully protecting and insuring Lessor and Lessee,  and naming Lessor as
an additional  insured,  from and against any liability,  claim, loss, damage or
expense  arising out of any of the  foregoing  with limits in an amount not less
than  $1,000,000  combined  single limit  coverage  for all property  damage and
bodily injury.  Said liability insurance shall be carried in a solvent reputable
insurance company authorized to do business in the State of Florida and approved
by Lessor. Lessee annually shall furnish a certificate showing said insurance to
be in full force and effect upon request of Lessor.

     11.  GLASS  INSURANCE.  Lessee  shall insure all plate glass at the demised
premises;  in the event of  breakage,  Lessee  will  replace the plate glass but
Lessor shall be  responsible  for payment of the  deductible  amount in Lessee's
insurance policy,  said amount not to exceed $100.00.  As used here, plate glass
means that glass forming an exterior boundary of Executive Center.



<PAGE>



     12.  DESTRUCTION OF PREMISES.  In the event of the total destruction of the
improvements on the demised  premises or such  substantial  partial  destruction
thereof as will cause the entire demised  premises to be unfit for the aforesaid
use by fire or otherwise,  this lease shall be terminated  and the rights of all
parties  hereunder  shall cease except such rights and  liabilities  as may have
accrued to the time of such destruction.  In the event of partial destruction of
the building located on the demised premises by fire or otherwise,  said partial
destruction  not rendering the same unfit for the use aforesaid,  the rent shall
abate for that portion of the premises rendered untenantable.  Such abatement in
the rent shall  continue only for such period of time as the premises or portion
thereof is  rendered  untenantable.  In the event of such  partial  destruction,
Lessor shall restore the same within a reasonable period of time.

     13.  WAIVER  OF  DEFAULT.  No waiver  of any  breach  of any of the  terms,
covenants and conditions  hereof shall be taken or construed to be the waiver of
any  other or  succeeding  breach  of the same or any other  term,  covenant  or
condition hereof.

     14.  CORRECTIONS  OF  DEFAULTS.  If Lessee  defaults  in any of the  terms,
covenants  and  conditions  hereof,  Lessor may  perform the same or procure the
performance  thereof  without  waiving of affecting  the option to terminate the
term hereof or waiving said defaults or waiving any rights hereunder.  All lease
payments  in  arrears  in  excess of ten days and all  payment  or  payments  or
expenditures (including reasonable attorney's fees as hereinafter provided) made
by Lessor in the process of enforcing Lessee's obligations under the lease shall
be charged to Lessee,  as  additional  rent,  shall become  immediately  due and
payable and shall bear  interest at the highest  rate  permitted by law from the
date of disbursement by Lessor until paid by Lessee.

     15. IDENTITY OF INTEREST. The execution of this lease or the performance of
any of the terms  hereof  shall not be deemed or construed to have the effect of
creating,  between Lessor and Lessee, the relationship of principal and agent or
of a partnership or of a joint venture and the relationship  between the parties
hereto shall always be and remain that of Lessor and Lessee.

     16. DEFAULT. In the event Lessee shall (a) fail to make any rental or other
payment due  hereunder  within ten (10) days after same shall become due, or (b)
be  adjudged  bankrupt,  or (c)  make  an  assignment  for  the  benefit  of its
creditors, or (d) have its leasehold estate taken upon execution against Lessee,
or (e) abandon the  Premises  during the term  hereof,  or (f) breach or fail to
perform any of the agreements herein other than a monetary obligation ("Monetary
Obligations"  include  but are not  limited  to  payment  of rent,  Common  Area
Maintenance  expenses,  and  additional  rents),  and  shall  fail to cure  such
non-monetary  breach within ten (10) days after written notice from Lessor, such
event  shall  constitute  an  event of  default  and may,  at  Lessor's  option,
constitute  a  premature  termination.  Lessee  waives  any right of notice  for
monetary default.

     Upon the occurrence of any one or more events of default  specified herein,
Lessee shall become a Lessee at sufferance, and Lessor, at its option and at any
time  thereafter,  may pursue,  exercise  and enforce  either  remedy (a) or (b)
below, without notice or demand except as hereinafter provided:

     (a) Enter upon and take possession of the lease Premises,  using such force
or means as may be necessary and legally  permitted,  and  dispossess and remove
all persons, goods and


<PAGE>



chattels,  without  liability in law or in equity for any damages caused by such
removal,  possession  and  entry;  Lessee  hereby  waives any and all claims for
damages  therefor and hereby  discharges  Lessor  therefrom.  Upon said entry by
Lessor,  Lessee shall at once surrender  possession of the Premises and shall be
liable in  damages  and  subject  to  equitable  action  for  failure  to do so.
Surrender of the Premises shall not in and of itself constitute a termination of
this Lease nor relieve Lessee from any of the terms,  covenants,  and conditions
hereof. After resuming possession of the Premises, Lessor may:

          (I) Relet, as Lessor's agent and without  terminating  this Lease, the
     Premises for such amounts and upon such terms and  conditions as Lessor may
     deem best under the cir  cumstances,  whereupon  Lessee  shall be liable to
     Lessor in general damages for the difference  between the rentals and other
     charges  stipulated to be paid by Lessee and what Lessor is able to recover
     from a reletting,  after  deducting any attorney's  fees,  commissions  and
     other expenses paid by Lessor with respect to such reletting; or

          (ii) Terminate this Lease,  whether or not the leased  Premises or any
     part thereof shall have been relet, by written notice to Lessee,  whereupon
     this Lease shall end; provided,  however,  that no such termination of this
     Lease shall  relieve  Lessee of its liability  and  obligations  under this
     Lease incurred prior to such  termination.  upon such  termination,  Lessee
     shall be immediately liable for the damages, present and prospective, which
     were the necessary and direct result of Lessee's breach, as well as for any
     special  damages as may have  resulted  from such  breach.  All amounts and
     arrearages  due and payable to Lessor by Lessee shall bear  interest at the
     highest rate permitted by law.

     (b) Treat the Lease as remaining in existence,  curing Lessee's  default by
performing or paying the obligation which Lessee has breached,  all sums paid or
expenses incurred by Lessor directly or indirectly  incurring  Lessee's default,
which amounts shall become  immediately  due and payable and shall bear interest
at the highest rate permitted by law per annum from the date of  disbursement by
Lessor until paid by Lessee. If the breach consists of a failure to pay the rent
stipulated  in this Lease and Lessor  elects to treat the Lease as  remaining in
existence,  Lessor can take such action as is  necessary to recover the rent due
as each  installment  matures or for the whole amount at the end of the term, or
Lessor can  immediately  upon the breach  take such  action as is  necessary  to
recover the entire remaining unpaid rent for the balance of the term hereof.

     Furthermore,  Lessor may  exercise  any and all rights and  privileges  and
pursue any additional remedies that Lessor may have under the laws of either the
State  of  Florida  or the  United  States  of  America  that are  available  in
conjunction with whichever of the above described remedies is chosen.

     The  remedies  for which  provision  is made in this  Article  shall not be
exclusive and in addition  thereto  Lessor may pursue such other remedies as are
provided by law in the event of any breach, default or abandonment by Lessee. In
any event, and irrespective of any option exercised by Lessor,  Lessee agrees to
pay and the Lessor shall be entitled to recover all costs and expenses  incurred
by Lessor,  including reasonable  attorneys' fees, in connection with collection
of rent or damages or enforcing  other rights of Lessor in the event of a breach
of  default or  abandonment  by  Lessee,  irrespective  of whether or not Lessor
elects to terminate this Lease by


<PAGE>



reason of such a breach, default or abandonment.  Lessee hereby expressly waives
any and all rights of  redemption,  if any,  granted by or under any  present or
future law in the event Lessee shall be evicted or  dispossessed  for any cause,
or in the event Lessor shall obtain  possession of the Premises by virtue of the
provisions of this Lease, or otherwise.

     Any and all sums due under  this  Agreement  from  Lessee to Lessor and not
paid on the date due shall bear  interest  from the date due at the maximum rate
permitted  by law until fully paid;  and if any payment of rent is not  received
within  thirty (30) days after the date due,  Lessee shall be assessed an amount
of not more than  $100.00  per  month,  as  additional  rent,  for each month of
delinquency, in addition to other sums owing hereunder.

     17.  ASSIGNMENT AND SUBLETTING.  This Lease may not be assigned in whole or
in part and no portion of the demised premises shall be sublet without the prior
written  consent  of  Lessor  and any  attempted  assignment  of this  lease  or
subletting of any of the demised  premises without such written consent shall be
void.

     18.  ACCESS TO  PREMISES BY LESSOR.  The Lessor or any of  Lessor's  agents
shall have free  access to the  demised  premises  and all parts  thereof at all
reasonable  times for the purpose of examining  same and to make such repairs as
Lessor deems advisable.  Lessor at all times shall have a passkey to the demised
premises.

     19. NOTICES.  Any notice given or required to be given connection with this
lease  agreement  shall be  mailed  postage  prepaid  to  Lessor or his agent as
designated  herein at  Executive  Center,  c/o  Commercial  Management & Leasing
Corporation,  Realtor, 100 Wallace Avenue,  Suite 111, Sarasota,  Florida 34237,
and to Lessee at the leasehold  premises,  or such other address as either party
may direct in writing.

     20.  CONDEMNATION.  In the event a part of the demised premises be taken by
reason  of the  exercise  of the  right of  eminent  domain  or be  conveyed  in
settlement  of  threatened   eminent  domain  proceedings  (both  of  which  are
hereinafter referred to as a "taking"), there shall be an equitable abatement of
the rental herein  provided.  Said equitable  abatement  shall be computed based
upon the said rental as same is compared to the market value of the premises for
the use then being made of same  immediately  before and immediately  after said
taking.  If all of the  demised  premises  be taken or if so much of the demised
premises be taken that the value of the improvements on the portion not taken is
substantially  impaired,  then this lease and the terms  hereof  shall cease and
expire upon 30 days written notice given by Lessor to Lessee,  said notice being
given  within  30 days of the date of  delivery  of  possession  of the  demised
premises or portion  thereof so taken,  to the condemning  authority.  Upon such
termination,  all rents and other  charges  shall be  prorated as of the date of
termination. Lessor shall receive all sums paid by the condemning authority as a
result of such taking.

     21.  SUBORDINATION.  Lessee  agrees  that this lease  shall be subject  and
subordinate to any mortgage now a lien upon the aforesaid premises or any future
mortgage  executed  by Lessor  intended  to become a mortgage  lien  against the
demised premises. Lessee further agrees that upon the request of Lessor, he will
promptly execute such documents as may be requested in order to subordinate this
lease to the lien of any present or future mortgage, irrespective of the time of


<PAGE>



execution or time or recording of any such mortgage or mortgages,  provided that
the holder of any such mortgage  shall enter into an agreement  with Lessee,  in
recordable  form, that in the event of foreclosure or other right asserted under
the mortgage by the holder or any assignee thereof, this lease and the rights of
Lessee  hereunder  shall  continue in full force and effect and shall not be ter
minated or disturbed  except in  accordance  with the  provisions of this lease.
Lessee  agrees that if requested by the holder of any such mortgage he will be a
party to said agreement and will agree in substance that if the mortgagee or any
assignee of said mortgage shall succeed to the interest of Lessor in this lease,
he will  recognize  said  mortgagee or assignee as his Lessor under the terms of
this  lease.  Lessee  agrees  that he will,  upon  request of  Lessor,  execute,
acknowledge and deliver any and all  instruments  necessary or desirable to give
effect to or notice of such  subordination.  The word  "mortgage" as used herein
includes  mortgages,  deeds of  trust,  or  other  similar  instruments  and any
modification,  consolidation,  extension,  renewal,  replacement or substitution
thereof.  Lessee agrees that in the event of any  mortgaging or proposed sale of
the Executive  Center property by Lessor,  that Lessee shall execute an estoppel
letter or other reasonable documentation as requested by Lessor.

     22. PARKING.  Lessee shall have the right to  non-exclusive  use, in common
with Lessor, other Lessees, and the guests,  employees, and invitees of same, of
the automobile  parking areas on the above  referenced  property which surrounds
the office  building in which the leasehold  premises are located.  Lessor shall
have the  right at any time to change or modify  the  design  and  layout of the
parking area. Lessor reserves right to assign  particular  parking areas for use
by a  particular  Lessee  and his  employees,  or by  Lessees  generally,  or by
customers and visitors generally.

     23.  ALTERATION  OR  REMOVAL  OF  IMPROVEMENTS.  Lessee  shall not make any
alteration or addition to the premises, including the installation of additional
air  conditioning  equipment,  without first obtaining the express prior written
consent  of  Lessor.   Upon  expiration  and  termination  of  this  lease,  all
installations,  improvements  and  alterations  made by Lessee  to the  premises
during  the  term of this  lease  shall  remain  a part of the  premises  as the
property of Lessor.  Lessee  further  agrees that upon the  termination  of this
lease,  Lessee will quit the possession  thereof and lease the premises in good,
usable  and  broom  clean  condition,  equal at lease to the same  condition  as
existing at the commencement of the term of this lease, reasonable wear and tear
excepted.  In the event  Lessee  fails to deliver the space to Lessor in a broom
clean  condition,  any and all items  remaining  in the  demised  space shall be
deemed to be  abandoned  by Lessee and Lessor shall have the right to remove any
and all items,  and to dispose of said items at no risk to the  Lessor,  to make
any repairs  necessary,  and to clean the space to a broom clean condition.  The
expense of removing the abandoned  items and the cost of repairs and cleaning by
the Lessor  shall be billed to the Lessee as  additional  rent,  and paid by the
Lessee  within  thirty  days of  receipt  of the  statement  from  Lessor.  This
obligation shall survive the termination of the lease term.

     24. LIENS.  Lessee agrees that it will make full and prompt  payment of all
sums  necessary  to pay for  the  cost of  repairs,  alterations,  improvements,
changes  or other  work done by Lessee to the  Premises  and  further  agrees to
indemnify and hold  harmless  Lessor from and against any and all such costs and
liabilities incurred by Lessee, and against any all mechanic's, materialman's or
laborer's  liens  arising out of or from such work or the cost thereof which may
be asserted,  claimed or charged  against the Premises or the Executive  Center.
Notwithstanding  anything to the contrary in this lease,  the interest of Lessor
in the Premises  shall not be subject to liens for  improvements  made by or for
Lessee, whether or not the same shall be made or done in


<PAGE>



accordance with an agreement  between Lessor and Lessee,  and it is specifically
understood and agreed that in no event shall Lessor or the interest of Lessor in
the  Premises be liable for or  subjected to any  mechanic's,  materialman's  or
laborer's  liens for  improvements or work made by Lessee or for which Lessee is
responsible for payment under the terms of this  agreement.  All persons dealing
with Lessee are hereupon placed upon notice of this provision.  In the event any
notice or claim of lien shall be  asserted  of record  against  the  interest of
Lessor in the Premises or  Executive  Center on account of or growing out of any
improvement or work done by or for Lessee, or any person claiming by, through or
under  Lessee,   or  for   improvements  or  work  the  cost  of  which  is  the
responsibility  of Lessee,  Lessee  agrees to have such  notice or claim of lien
canceled and  discharges  of record as a claim against the interest of Lessor in
the Premises or the Executive  Center (either by payment and  satisfaction or by
removal by transfer to bond or deposit as permitted by law) within ten (10) days
after  notice to Lessee by Lessor,  and in the event  Lessee shall fail to do so
Lessee shall be considered in default under this lease.

     Subsequent to the execution of this Lease agreement,  Lessor and Lessee may
at Lessor's  option execute a Memorandum of this lease,  which Lessor may record
among  the  Public  Records  of  Sarasota  County,  Florida,  setting  forth the
provisions of this paragraph.

     25.  LESSOR'S RIGHT TO SELL.  Should Lessor sell assign or convey the title
to the leasehold  premises,  Lessee shall be obligated to Lessor's  successor in
title  and  shall be  required  to  maintain  adherence  to the  conditions  and
requirements  of this lease.  Lessor has the right to sell or change the name of
the Executive  Center at any time. In the event the name  "Executive  Center" is
changed,  all references in this Lease to "Executive  Center" shall be deemed to
refer to the building in which the  Premises  are located (by  whatever  name is
then applicable).

     26. WAIVER OF JURY TRIAL.  Both parties agree that, should litigation ensue
concerning  interpretation  of this lease or disputes in any way related to this
lease agreement, they will waive their right to a jury trial and instead proceed
before only the judge.

     27.  SUBSTITUTION OF PREMISES.  Lessor retains the right, prior to Lessee's
entry into the leasehold premises, to relocate Lessee within the office building
into other  office  quarters  which are of the same or greater  square  footage.
Lessor further  retains the right to relocate Lessee after Lessee has moved into
the leasehold  premises,  but only under the conditions that Lessee be relocated
into  premises  which  are of the same or  greater  square  footage.  Reasonable
expenses associated with such relocation and approved by Lessor shall be paid by
Lessor.

     28.  COMMISSIONS.  Lessee  warrants  that  there are no unpaid  claims  for
brokerage  commissions or finders' fees in connection with the execution of this
Lease, other than Commercial  Management & Leasing Corporation,  Realtor,  whose
fee the Lessor agrees to pay ; Lessee agrees to indemnify Lessor and hold Lessor
harmless  from and  against all  liabilities  arising  from any other  brokerage
claim,  including  the cost of attorneys'  fees  involved in  addressing  such a
claim.

     29.  ADDITIONAL  RENT.  All sums of money or  charges of any kind or nature
payable by Lessee to Lessor  pursuant to this Lease,  other than Base Rent,  are
herein after  defined as  "Additional  Rent" and except as  otherwise  set forth
herein,  are due and payable with the Base Rent,  or as the case may be,  within
ten (10) days after Lessee's receipt of an invoice thereof from Lessor.


<PAGE>




     30.PARAGRAPH   TITLES.   Paragraph   titles  used  herein  are  solely  for
convenience and are not to be used in interpreting particular provisions hereof.

     31.  MISCELLANEOUS  PROVISIONS  AND  DEFINITIONS.  All  of  the  terms  and
provisions  hereof shall be binding  upon and the benefits  inure to the parties
hereto and their respective heirs, devises, personal representatives, successors
and  assigns.  The term  "Lessee"  and  "Lessor"  shall  include  all parties so
designated herein, their respective heirs,  devises,  personal repre sentatives,
successors and assigns.  Whenever used herein, the singular number shall include
the plural,  the plural the singular and the use of any gender shall include all
genders.  This lease and all  instruments or documents  relating to same and all
references  herein shall be construed under Florida law. The venue of any action
or suit  brought  in  connection  herewith  shall be in the County  wherein  the
demised premises are situated.

     32.  HAZARDOUS  SUBSTANCES.  Lessee shall not cause or permit any Hazardous
Substance to be used, stored, generated, or disposed of on or in the premises by
Lessee,  Lessee's  agents,  employees,  contractors,  or invitees  without first
obtaining  Lessor's written consent.  If Hazardous  Substances are used, stored,
generated, or disposed of on or in the Premises except as permitted above, or if
the  Premises  become  contaminated  in any manner  for which  Lessee is legally
liable,  Lessee shall  indemnify  and hold  harmless the Lessor from any and all
claims, damages,  fines, judgments,  penalties,  costs,  liabilities,  or losses
(including,  without  limitation,  a decrease in value of the premises,  damages
caused by loss or restriction of rentable or usable space, or any damages caused
by  adverse  impact on  marketing  of the  space,  and any and all sums paid for
settlement  of claims,  attorneys'  fees,  consultant,  and expert fees) arising
during or after the Lease Term and arising as a result of that  contamination by
Lessee. This  indemnification  includes,  without limitation,  any and all costs
incurred because of any  investigation of the site or any cleanup,  removal,  or
restoration  mandated  by  a  federal,  state,  or  local  agency  or  political
subdivision.  Without  limitation of the foregoing,  if Lessee causes or permits
the  presence of any  Hazardous  Substance  on the  Premises and that results in
contamination,  Lessee shall  promptly,  at its sole  expense,  take any and all
necessary actions to return the Premises to the condition  existing prior to the
presence of any such  hazardous  Substance on the  Premises.  Lessee shall first
obtain Lessor's approval for any such remedial action.

     As used herein,  "Hazardous  Substance"  means any substance that is toxic,
ignitable, reactive, or corrosive and that is regulated by any local government,
The State of Florida,  or the United States  Government.  "Hazardous  Substance"
includes  any and all  material or  substances  that are  defined as  "hazardous
waste",  "extremely  hazardous  waste", or a "hazardous  substance"  pursuant to
state,  federal, or local government law. "Hazardous  Substance" includes but is
not restricted to asbestos, polychlorobiphenyls (PBCs"), and petroleum.

     33. REAL  PROPERTY  DISCLOSURE.  Florida  Statutes  requires the  following
notice be given:  "RADON GAS:  Radon is a naturally  occurring  radioactive  gas
that,  when it has  accumulated in a building in sufficient  quantities,  it may
present health risks to persons who are exposed to it over time. Levels of radon
that  exceed  Federal  and State  guidelines  have been  found in  buildings  in
Florida.  Additional  information  regarding  radon  and  radon  testing  may be
obtained from your County Public Health Unit."



<PAGE>



     34. OPTIONS TO RENEW.  Provided Lessee is not in default,  and has not been
in default at any time  during the term of this Lease,  then Lessor  grants unto
Lessee the Option to Renew  this Lease for two (2)  additional  terms of six (6)
months each under the same terms and conditions subject to the following:


     A.   That  Lessee  notify  Lessor in  writing  no less than sixty (60) days
          prior to the  expiration of the primary  term,  or any extended  term,
          that  Lessee  is in  fact  exercising  it's  Option  to  Renew  for an
          additional six (6) month term.

     B.   That in the event the  Lessee  exercises  its  Option to Renew for its
          second six (6) month  option,  that the Base Rent will  increase by an
          amount equal to any increase in the Consumer  Price Index as described
          in Exhibit B RENTAL RIDER.

           IN WITNESS  WHEREOF the  parties  have  hereunto  set their hands and
seals the day and year first above written.


                                                    LESSOR

Witnesses:                                EXECUTIVE INVESTMENT ASSOCIATES
                                          (A Florida General Partnership),
                                          d/b/a EXECUTIVE CENTER

------------------------------

______________________________            By:_______________________________
 As to Lessor                                       As General Partner

                                                              LESSEE

                                           SURGICAL SAFETY PRODUCTS, INC.,
                                           a New York Corporation.

------------------------------

______________________________            By:_____________________________
As to Lessee                                  G. Michael Swor, Chairman
                                                     EXHIBIT A

           Lots 1, 2, and 3, Block Z, FOREST  LAKES Unit 9, as per plat  thereof
recorded in Plat Book 22, page 4, 4-A and 4-B, of the Public Records of Sarasota
County, Florida.



<PAGE>



                                    EXHIBIT B
                                  RENTAL RIDER

Base Rent, Additional Rents shall be payable only in U.S. Dollars. Base Rent for
the  first  six (6)  month  term  shall  be  payable  in six (6)  equal  monthly
installments.

           Upon execution of this Lease, Lessee agrees to pay the amount of Five
Thousand Seven Hundred Twenty Nine and 28/100 Dollars ($5,729.28) which shall be
applied to the first  seventeen days of the Lease term and the Security  Deposit
of  $3,700.00.  The  $2,029.28  for the  first  seventeen  days  breaks  down to
$!,449.08 Base Rent, $447.44 CAM and $132.76 Florida Sales Tax.

           Beginning  with the  rent  due on  November  1,  2000 and each  month
thereafter  for the term,  the Base Rent shall be $2,642.71 plus CAM and Florida
Sales Tax,  which for November and December is a total of $$3,700.89  per month.
Beginning on January 1, 2001 the CAM is subject to adjustment  which may have an
effect on the Florida Sales Tax due.

           Lessor and Lessee  mutually agree that in the event Lessee  exercises
an  option  to  renew  for a term  that  exceeds  one  year  from  the  date  of
commencement  of this lease,  that on November 1, of each year the Base Rent for
each year,  or partial  year,  of this Lease  after the first year  (hereinafter
referred to as the "Base Year"), the Base Rent shall be adjusted on the basis of
any increase in the cost of living (as reported in the Consumer Price Index, All
Items and Major Group  Figures for All Urban  Consumers  (1982-1984  = 100) (the
"Index")  published  by the Bureau of Labor  Statistics  (the  "Bureau")  of the
United states  Department of Labor) between the most recently  available monthly
index  level  at  the  time  of  adjustment  (hereinafter  referred  to  as  the
"Adjustment Level"), and the index level for the same month in the calendar year
in which the commenced  (hereinafter  referred to as the "Base Level"). The Base
Rent for each year of the term of this after the Base Year shall be  computed by
multiplying  Base  Year by a  fraction,  the  numerator  of  which  shall be the
Adjustment Level, and the denominator of which shall be the Base Level. State as
a mathematical formula, the adjusted amounts shall be computed as follows:

                              Adjusted Amounts for
                       Each Year of Term after Base Year =

         Adjustment Level X $31,712.50 (Annualized Base Rent) Base Level

If the compilation  and/or  publication of the Index shall be transferred to any
other department,  bureau, or agency of the United States Government,  or if the
Bureau shall adopt a successor  Index,  the Index  published  by such  successor
department,  bureau  or  agency  shall be  adopted  and used as a  standard  for
computing  said  adjustments.  As  soon as  possible  after  publication  of all
statistics  necessary for calculation of the adjusted amounts  applicable to any
calendar year of this after the




<PAGE>



Base Year,  Lessor  shall  compute the amounts to be paid by Lessee  during such
year and shall notify  Lessee  thereof in writing,  setting forth the manner in,
and statistics  upon,  which adjusted Base Rent was computed;  in no event shall
Base Rent be decreased  from an existing  level as a result of adjustment  based
upon the Consumer Price Index.





<PAGE>



                           PERSONAL GUARANTY AGREEMENT

           In consideration for the execution of the attached LEASE by Executive
Investment  Associates,  a  Florida  General  Partnership  ("Lessor")  with Next
Systems,  Inc., a Florida  Corporation  ("Lessee")  for the Premises  identified
within  Paragraph 1 and located  within  Executive  Center,  located at 3665 Bee
Ridge Road, Suite 200,  Sarasota,  Florida,  and to assure the full and complete
performance  by Lessee of all  obligations  undertaken by Lessee with respect to
this LEASE,  together  with other good and  valuable  consideration,  receipt of
which is hereby  acknowledged,  the  undersigned  unconditionally  guarantees to
Lessor,  and becomes  personally  liable for, the full and timely payment of all
Base Rent and  Additional  Rent,  and other  payments  of any nature  whatsoever
required  during  the  term  of this  LEASE,  and any  extensions,  renewals  or
assignments  thereof,  along  with any  other  amounts  which  may  become  due,
including  without  limitation,  all  costs  and  expenses  of  enforcement  and
collection, including reasonable attorneys' fees.

           IN WITNESS HEREOF,  the  undersigned,  intending to be legally bound,
has executed  this  Personal  Guaranty  Agreement as if the  ___________  day of
February, 2000.


Witnesses:



_________________________                 By:___________________________
                                              Mark J. Flannigan

-------------------------
As to Guarantor





<PAGE>



                                TABLE OF CONTENTS

                             Executive Center Lease

Section                                                                    Page

  1.       Term and Rent................................................... 1
  2.       Security Deposit................................................ 1
  3.       Quite Enjoyment................................................. 2
  4.       Premises........................................................ 2
  5.       Use of Premises................................................. 2
  6.       Utilities....................................................... 2
  7.       Maintenance..................................................... 2
  8.       Air Conditioning Maintenance Contract.....................       3
  9.       Common Areas and Common Area Maintenance
           Expenses........................................................ 3
 10.       Liability Insurance and Indemnification.....................     5
 11.       Glass Insurance................................................. 5
 12.       Destruction of Premises.......................................   5
 13.       Waiver of Default............................................... 5
 14.       Corrections of Defaults......................................... 5
 15.       Identity of Interest............................................ 6
 16.       Default......................................................... 6
 17.       Assignment and Subletting....................................    7
 18.       Access to Premises by Lessor................................     8
 19.       Notices......................................................... 8
 20.       Condemnation.................................................... 8
 21.       Subordination................................................... 8
 22.       Parking......................................................... 9
 23.       Alteration or Removal of Improvements.....................       9
 24.       Liens........................................................... 9
 25.       Lessor's Right to Sell.......................................... 9
 26.       Waiver of Jury Trial............................................10
 27.       Substitution of Premises........................................10
 28.       Commissions.....................................................10
 29.       Additional Rent.................................................10
 30.       Paragraph Titles................................................10
 31.       Miscellaneous Provisions and Definitions..................      10
 32.       Hazardous Substances..........................................  10
 33.       Real Estate Disclosure..........................................11

          Exhibit A            Legal Description
          Exhibit B            Rental Rider
          Personal Guarantee


Revised 07/98