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                                                                    EXHIBIT 10.1

                                COMMERCIAL LEASE


    THIS LEASE is made and executed in duplicate this 5th day of January 2000 BY
    AND BETWEEN Kearny Street Workshop hereinafter called "Lessor" and NetStaff,
    Inc. hereinafter called "Lessee".

    WITNESSETH: that for and in consideration of the sum of $......... to
    Lessor, paid by Lessee, receipt of which is herby acknowledged by Lessor,
    and for the further consideration of the payment of the rents and the
    performances of the covenants contained herein on the part of the Lessee,
    and in the manner herein after stated, Lessor leases and lets to Lessee
    hereby leases, hires and takes from Lessor, upon the terms and conditions
    herinafter set forth, the following described property, and its
    appurtenances, situated in the city of San Francisco, County of San
    Francisco, State of California, Particularly described as follows:

    TERM

    For the term of 9 months commencing on the 1st day of February, 2000 through
    October 31, 2000.

    RENT

    The total rent shall be the sum of $5,670.00 dollars payable monthly in
    advance, instalments Of $630.00 dollars each in lawful money of the United
    States of America on the 1st day of each and every calendar month. In the
    event Lessee has paid the rental hereunder, as herein provided and has duly
    complies with the terms and provisions hereof, Lessee may occupy and enjoy
    the leased premises for the final....... Month of the term, free from
    obligation to pay any rental for such .................. months.

    This lease is made subject to the following terms and conditions:

    PAYMENT OF RENT

        1.   Lessee agrees to pay rents to Lessor at the time and in the manner
             herein provided

REMOVAL OF PROPERTY

        2.   Should Lessee fail to pay any part of the rents herein specified,
             at the times or in the manner herein provided, or fail faithfully
             to comply with or perform any other of the terms, conditions,
             covenants and agreements of this lease on the part of Lessee to be
             performed or complied with, or should Lessee abandon the leased
             premises, then and in that event, Lessor, at the sole option of
             Lessor may terminate this lease, and Lessor and Lessee shall have
             all the rights and remedies as provided in California Civil code,
             Section 1951.2 Lessor may pursue any remedy whatsoever provided for
             by law, and in any event Lessor shall be entitled to the possession
             of the leased premises at the lawful termination of this lease.
             Lessor is hereby authorized to remove and store at Lessee's expense
             any personal property, which Lessee abandons at the leased premises
             upon vacating those premises. The Lessor has the remedy described
             in California Civil Code Section 1951.4 (Lessor may continue lease
             in effect after Lessee's breach and abandonment and recover rent as
             it becomes due, if Lessee has right to sublet or assign, subject
             only to reasonable limitation). The rights of Lessor under this
             lease shall be cumulative to all other rights or remedies given to
             Lessor by law or by the terms of this lease



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USES AND USES PROHIBITED

        3.   That the lease premises shall be used, occupied and conducted
             exclusively as and for office space and for no other purpose, and
             shall be used, occupied and conducted in a thoroughly orderly and
             respectable manner, without let, hindrance, annoyance, disturbance,
             detriment, injury or offence to Lessor. Lessee shall not maintain
             or commit, nor suffer to be maintained of committed any nuisance or
             waste in or about the leased premises. Lessee shall not do or
             permit anything to be done in or about the leased premises, not
             bring or keep anything therein, which will in any way affect fire
             or other insurance on the building or any of its contents, or which
             shall in any way conflict with any law, ordinance, rule or
             regulation affecting the occupancy and use of the premises which
             are or may hereafter be enacted or promulgated by any public
             authority.

        Lessee shall not construct, maintain or permit to be constructed or
        maintained, any sign or billboard on the roof of the building located on
        the premises, nor paint, nor hang, nor permit or authorize others to
        paint, or hang any sign on the walls thereof, unless written permission
        to do so has been obtained from Lessor. Lessee shall not maintain or
        store any hazardous or toxic substances on the property of any kind.
        Further, Lessee shall indemnify and hold Lessor free and harmless from
        any loss, damage or liability that may be occasioned by any
        contamination of the property by any hazardous or toxic substance.

ASSIGNMENT AND SUBLETTING

        4.   Lessee may assign his interest or sublet the property. But only
             with the prior written consent of Lessor. Under no other
             circumstances, and without prior obtained written consent, neither
             this lease nor any interest therein shall be assignable or subject
             to subletting. Lessor shall not unreasonably withhold requested
             written consent.

        Lessee further promises and covenants that if he neglects or fails to
        perform or observe any of the covenants contained in this lease and
        continues this neglect or failure for the (10) days after notice by
        Lessor, or if the estate hereby created shall be taken on execution, and
        such execution shall not be satisfied, cancelled or otherwise removed
        within thirty days after notice by Lessor, or if the Lessee shall be
        adjudicated bankrupt or insolvent according to law, or if any assignment
        of its property shall be made for the benefit of creditors, the Lessor
        may immediately terminate this lease. Lessee covenants that in case of
        such termination it will indemnify Lessor against all loss of rent which
        Lessor may incur by reason of such termination, during the residue of
        the term above specified.

ALTERATION AND REPAIRS
DAMAGE TO PREMISES

        5.   Lessee agrees that the leased premises are now in tenantable and
             good order and condition and the Lessee shall keep and maintain
             these premises in good and sanitary order and condition, and that
             no damages, alterations or change whatever shall be made in or
             about the leased premises without the written consent of Lessor.
             Unless otherwise provided by written agreement, all alterations,
             improvements and changes that may be required shall be done by or
             under the direction of Lessor but at the cost of Lessee. All
             alterations, additions, and improvements made in and to the leased
             premises shall, unless otherwise provided by written agreement, be
             the property of Lessor and shall remain upon, and be surrendered
             with the leased premises. Lessee shall not mar or deface in any
             manner the walls, woodwork or any other part of leased premises.
             All damage or injury done to the premises or property of the Lessor
             by Lessee, or by any person who may be in or upon the premises,
             with



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             the consent of the Lessee shall be paid for by the lessee at the
             time the damage or injury is inflicted. Lessee shall, at the
             termination of the lease, surrender the leased premises to Lessor
             in as good order and condition as received, normal wear and tear
             excepted.

DELIVERY OF POSSESSION

        6.   In the event of the inability of the Lessor to deliver possession
             of the leased premises at the time herein fixed for the
             commencement of the term of this lease, neither Lessor nor the
             agent of Lessor shall be liable for nay damage caused thereby, nor
             shall this lease thereby become void or voidable, but in such event
             Lessee shall not be liable for any rent until such time as Lessor
             can deliver possession.

NOTICE OF SURRENDER

        7.   Lessee shall, at least thirty days before the date of expiration of
             this lease, give Lessor a written notice of intention to surrender
             the leased premises on that date. If such notice is not given, the
             Lessee shall be liable for rent of one additional month in the
             event that he shall have vacated the leased premises, at the
             expiration of the term of this lease.

HOLDING OVER

        8    Deleted

DESTRUCTION OF PREMISES

        9.   If the building or the leased premises shall be destroyed by fire
             or other causes or be so damaged that they become untenantable and
             cannot be rendered tenantable within ninety days from the date of
             the injury this lease may be terminated by Lessor. In case the
             premises shall be so damaged as not to require a termination of the
             lease as above provided, then a proportionate allowance shall be
             made to Lessee for the rent hereinbefore reserved corresponding to
             the time during which and to the portion of the premises of which
             Lessee shall be so deprived. Lessee expressly waives the provisions
             of Section 1932 and Subdivision 4 of section 1933 of the Civil Code
             of State of California. Lessor shall be sole judge as to whether
             such damage has caused said building or premises to be
             untenantable, and as to whether they can be rendered tenantable
             within ninety(90) days from the date of injury.

ENTRY AND INSPECTION

        10.  Management is given the right to enter into or inspect the premises
             for the following purposes:

             a. In case of emergency

             b. To make necessary or agreed repairs, decorations, alterations or
                improvements, supply necessary or agreed services, or exhibit
                the unit to prospective or actual purchasers, mortgages,
                tenants, workmen or contractors.

             c. When the tenant has abandoned or surrendered the premises.

             d. Pursuant to court order.

             Except in cases of emergency, when the tenant has abandoned or
             surrendered the premises, or if it is impracticable to do so, the
             Owner shall give the tenant reasonable notice of his intent to
             enter and enter only during normal business hours. Twenty-four
             (24)hours shall be presumed to be reasonable notice.

SERVICE CHARGES


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        11.  Lessee agrees to pay during the term hereof, one sixth (1/6)
             charges made against the premises for water, rates, gas,
             electricity, power, heat, telephone and garbage disposal services,
             and for any other commodities furnished or supplied or used in or
             upon or about the premises.

ROOF

        12.  Lessor agrees to maintain the roof over the demised premises in
             good order and repair and repairs to the roof shall be made by and
             at the expense of Lessor.

SUBORDINATION

        13.  Lessee's interest in this property shall be subject and subordinate
             at all times to the lien of any mortgage or trust deed or deeds
             which may now exist upon or which may be placed upon the premises
             or the property of which the premises are a part and Lessee
             covenants that it will execute and deliver to Lessor or the nominee
             of Lessor proper subordination agreements to this effect at any
             time upon the request of Lessor and without payment being made
             therefore.

BREACH OF CONDITIONS

        14.  Each and every covenant and term hereof to be kept and performed by
             Lessee is expressly made a condition, upon breach whereof Lessor
             may terminate this lease and exercise all rights of entry and
             re-entry upon the leased premises, as provided for by law.

NON-WAIVER OF BREACH

        15.  The failure or omission of Lessor to terminate this lease, for any
             violation of any of its terms, conditions, or covenants shall in no
             way be deemed to be a consent by Lessor to such violation, and
             shall in no way bar, estop or prevent Lessor from terminating this
             lease thereafter, either for such or for any subsequent violation
             of any such term, condition or covenant. The acceptance of rent
             hereunder shall not be, or be construed to be, a waiver of any
             breach of any term, covenant or condition of this lease.

COSTS OF SUIT

        16.  If any legal action of proceeding be brought by either party to
             enforce any part of this Agreement the prevailing party shall
             recover, in addition to all other relief, reasonable attorney's
             fees and costs.

SERVICE OF NOTICE

        17.  Notices required under this Agreement may serve upon: Nancy Horn,
             Kearny Street Workshop at 166 South Park, California. Said person
             is authorized to accept legal service on behalf of Lessor. Notice
             may be served on Lessee at the address set forth on page 1.

SECURITY

        18.  It is further covenanted and agreed by Lessee that nothing herein
             contained and no security or guarantee which may now or hereafter
             be furnished Lessor for the payment of the rent herein reserved or
             for the performance by Lessee of the other terms or covenants of
             this lease, shall in any way be a bar or defence to any action in
             unlawful detainer, or for the recovery of these premises, or in any
             action which


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             Lessor may at any time commence for breach of any part of the terms
             or covenants of this lease.

LESSOR AND LESSEE DEFINED
HEIRS, ETC, INCLUDED

        19.  The word "Lessor" and the word "Lessee" as used herein include the
             plural as well as the singular. The neuter gender when used here
             shall include the masculine and feminine.

        20.  This lease shall include and inure to and bind the heirs,
             Executors, Administrators, successors and assigns of respective
             parties hereto, but nothing in this paragraph contained shall be
             construed to modify or impair in any manner any of the provisions
             and restrictions of this lease relating to the assignment of this
             lease or of any interest therein, or to the subletting or
             underletting of the leased premises of any part thereof.

        21.  Lessee agrees that this instrument contains all of the provisions
             of the agreement between the parties hereto, and that no promise or
             agreement not contained herein shall be binding on Lessor

        22.  Time is the essence of this agreement

        23.  Lessee accepts the leased premises subject to all zoning laws,
             ordinances, and regulations applicable to and regulating the use of
             the premises, and acknowledges that Lessor has made no
             representations or warranties as to the suitability of the premises
             for any particular use.

        24.  Additional Provisions (Insert here and refer to paragraph 24).




    These parties have executed this lease the day and year first above written


    /s/ NANCY HORN                        /S/ PATRICK RYLEE
    ..............................        ......................................
    Lessor                                Lessee
    Nancy Horn                            Patrick Rylee
    Kearny Street Workshop                NetStaff, Inc.



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