EXHIBIT 10.29


          ADDENDUM NO. 1 TO LEASE AGREEMENT DATED AUGUST 19, 1994
          (THE "LEASE") BY AND BETWEEN RICHARD E. CURTIS, TRUSTEE
            ("LANDLORD") AND STAR TECHNOLOGIES, INC., A DELAWARE
                           CORPORATION ("TENANT")


This Addendum to Lease is made and effective as of the 14th day of January, 
1997.

                                  RECITALS

         1.   Landlord presently leases to Tenant approximately 78,728 
square feet in a Building located at 515 Shaw Road, Sterling, Virginia (the 
"premises").  Atlantic Coast Airlines has indicated a desire to lease 45,841 
square feet in the premises, and Tenant desires to vacate 45,841 square 
feet, reducing its premises to 32,887 square feet.

         2.   Landlord is willing to permit the Tenant to delete from the 
Lease 45,841 square feet upon the terms and conditions set forth below.

        NOW THEREFORE, in consideration of the foregoing and other good and 
valuable consideration, the receipt and sufficiency of which is hereby 
acknowledged, Landlord and Tenant have made the following:

                                 AGREEMENTS


         1.   Not later than January 15, 1997, Tenant will vacate 45,841 
square feet of the premises.  Tenant warrants that as of January 15, 1997, 
the HVAC units are in good working order and that there are no known roof 
leaks in the roof above the premises.

         2.   Through February 15, 1997, Tenant will pay rent at the 
existing rate of $5.04 per square foot on the entire premises currently 
leased, 78,728 square feet.

         3.   Beginning February 16, 1997, Tenant will pay rent at the 
existing rate of $5.04 per square foot on 32,887 square feet, which rental 
will continue through the existing term of the Lease, subject to the annual 
adjustment set out in Article IV 4.04.  The sums, rate, square footage and 
monthly installments set forth in Article IV 4.02 are hereby modified 
accordingly.

         4.   Beginning February 16, 1997, the premises under the Lease will 
consist of 32,887 square feet as shown on Exhibit A, attached hereto and 
made a part hereof.  All tenant improvements in the new premises will be at 
the sole cost and expense of Tenant.  All demising costs, segregation of the 
building systems, sub-metering of utilities and creation of rear entrance 
common area will be at Landlord's expense.


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         5.   Tenant will keep the address 515 Shaw Road as its business 
address.

         6.   The security deposit specified in Article V 5.01 will be 
reduced to $30,000.00 effective 15 February 1997 provided the roof covering 
and HVAC systems are in a state of good repair and condition.  Tenant is 
responsible for the roof and HVAC repairs up to and including February 15, 
1997.  Tenant will not be responsible for any deficiencies arising because 
of Atlantic Coast Airlines build-outs or installation of roof equipment.

         7.   Tenant will contribute $300,000 toward the complete build-out 
and demising of the new premises.  At the signing of a Lease by Atlantic 
Coast Airlines, Tenant will pay to Landlord the sum of $150,000.  The final 
$150,000 will be paid to Landlord thirty (30) days after the date of the 
signing of the Lease between Landlord and Atlantic Coast Airlines.

         8.   Article I 1.03 Definitions, change "Pro-Rata Share" means: to 
read:

              With respect to Operating Expenses attributable to the 
              Building, 25.6% of all such Operating Expenses and with 
              respect to Operating Expenses attributable to the Property, 
              9.7% of all such Operating Expenses.

              With respect to Taxes attributable to the Building, which 
              include, but are not limited to real estate taxes 25.6% of all 
              such Taxes.

              With respect to Taxes attributable to the Property, 9.7% of 
              all such Taxes.

All other provisions of Article I remain unchanged.

         9.   Article III 3.01 Demising is hereby deleted.

        10.   Article XXVI of the Lease, Option to Purchase, is hereby 
deleted in its  entirety.

        11.   Article XIX of the Lease, Miscellaneous Rights and 
Responsibilities of Tenant, is deleted and the following is substituted in 
its place and stead:

              19.01 Parking.  During the initial term of this Lease, Tenant 
              shall have the use of approximately 51 parking spaces of which 
              7 are reserved, 28 are designated and 16 are undesignated 
              parking spaces in the rear parking lot.  Landlord and Tenant 
              will mutually designate the exact location of the reserved 
              spaces.  Tenant shall instruct its employees to use only those 
              parking spaces reserved for Tenant and not more than 16 
              unreserved spaces.




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        12.   Except as specifically modified above, all other terms, 
conditions and covenants of the Lease remain unmodified and in full force 
and effect.
        **
        IN WITNESS WHEREOF, the parties have set their hands and seals, 
intending to be bound as of the day, month and year first above written.

                                       LANDLORD:
                                       RICHARD E. CURTIS, TRUSTEE OF THE
                                       RICHARD E. CURTIS REVOCABLE TRUST

                                       /s/ Richard E. Curtis, Trustee (SEAL)
                                       ------------------------------
                                       Richard E. Curtis, Trustee



                                       TENANT:
                                       STAR TECHNOLOGIES, INC.,
                                       a Delaware Corporation



                                       By:/s/ Robert C. Compton       (SEAL)
                                       ------------------------------
                                       Robert C. Compton
                                       Chairman, President and CEO



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**      Landlord has obtained approval from Mortgagee to enter into this 
Lease Addendum No. 1.

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                                 EXHIBIT A



Exhibit A to Addendum No. 1 to Lease Agreement Dated August 19, 1994 By and 
Between Richard E. Curtis, Trustee and Star Technologies, Inc., a Delaware 
Corporation is a one-dimensional, top-view drawing of the one-story 
manufacturing building, parking lots, access drive and surrounding property 
located at 515 Shaw Road, Sterling, VA.