Exhibit 10(v)

                       THIRD LEASE AMENDMENT AGREEMENT


This Third Lease Amendment Agreement is made as of this 20th day of 
February, 1996 and reference is made to a certain Commercial Lease dated 
November 4, 1987, Lease Amendment Agreement dated April 29, 1991 and 2nd 
Lease Amendment Agreement dated April 7, 1993 (hereinafter collectively the 
"Lease") made by and between GBD/Odyssey Limited Partnership and its 
successor-in-interest New Avon Limited Partnership (hereinafter "Landlord") 
and Westerbeke Corporation (hereinafter "Tenant") for the Demised Premises 
consisting of approximately 15,680 square feet in the building commonly 
known as The Odyssey Building, 40 Robbie Road, Avon, Massachusetts;

                                 WITNESSETH:


WHEREAS, the term of said Lease shall expire on the last day of  June, 1996, 
and;

WHEREAS, the Tenant desires to extend the Term of said Lease for a period of 
three (3) years beyond the current expiration date (the "Extended Term") and 
to have the option to further extend the Term for an additional two years, 
and;

WHEREAS, the Landlord desires to accommodate the Tenant in these respects,

NOW, THEREFORE, the parties hereto covenant and agree as follows:

1.   TERM:   The Term as stated on page 1 of the Commercial Lease as 
subsequently amended by the Lease Amendment Agreement and 2nd Lease 
Amendment Agreement is hereby amended and extended for a term of three (3) 
years, which Term shall commence on the first day of  July, 1996 and shall 
expire on the last day of  June, 1999, as if such Term had been originally 
set forth herein.

2.   ANNUAL RENT:   Section 4 of the Commercial Lease as modified by Section 
2 of both the Lease Amendment Agreement and the 2nd Lease Amendment 
Agreement shall be deleted in their entirety and the following provisions 
shall be substituted in their place:

"Tenant shall pay to Landlord annual rent at the rate of Fifty-nine Thousand 
Five Hundred Eighty-four Dollars ($59,584.00) for the first year of the 
Extended Term, paid on the first day of the month in advance in equal 
installments of Four Thousand Sixty-five Dollars and Thirty-three Cents 
($4,965.33).

Tenant shall pay to Landlord annual rent at the rate of Sixty-one Thousand 
One Hundred Fifty-two Dollars ($61,152.00) for the second year of the 
Extended Term, paid on the first day of the month in advance in equal 
monthly installments of Five Thousand Ninety-six Dollars ($5,096.00).

Tenant shall pay to Landlord annual rent at the rate of Sixty-two Thousand 
Seven Hundred Twenty Dollars ($62,720.00) for the third year of the Extended 
Term, paid on the first day of the month in advance in equal installments of 
Five Thousand Two Hundred Twenty-six Dollars and Sixty-seven Cents 
($5,226.67).

The rent and other sums payable by Tenant hereunder shall be paid without 
notice or demand, and without abatement, deduction, setoff, reduction or 
suspension, except as expressly provided in the Lease."

3.   REAL ESTATE TAXES AND OPERATION COSTS:   Section 6 of the Commercial 
Lease shall be deleted in its entirety and the following provisions shall be 
substituted in its place:

"For the purpose of this Section 3, the following terms shall have the 
following meanings:

A.   Real Estate Taxes - real estate taxes levied against the land and 
building of which the Demised Premises are a part, including betterment 
assessments and other governmental charges which may be charged, assessed or 
imposed upon the land, building and other improvements of which the Demised 
Premises are a part.

B.   Operation Cost - all reasonable costs and expenses incurred by Landlord 
in connection with the maintenance and operation of the land and building of 
which the Demised Premises are a part.  Operation Cost shall include, 
without limitation, all reasonable costs and expenses incurred by Landlord 
(a) in repairs to the building and its appurtenances and the exterior signs 
thereon, (b) in carrying fire, casualty, plate glass, rent and liability 
insurance upon the building (including, without limitation, insurance 
carried under so-called "blanket" and/or "umbrella" policies), (c) in 
providing services including, but not limited to, lighting, plowing, 
cleaning, maintaining and beautifying the exterior of the building and the 
land appurtenant to the building and the landscaping and gardening (if any) 
thereof, (d) in paying wages, unemployment taxes and benefits of personnel 
engaged in the management and operation of the building (appropriately 
prorated where a person's duties are not limited solely to the building), 
(e) in paying for electricity, water and sewerage and other utilities 
charges imposed by the entity providing such services, to the extent not 
separately metered to the Demised Premises, and the cost of maintaining any 
utility systems outside the Demised Premises (including, without limitation, 
any rooftop HVAC equipment), and (f) a management fee equal to five percent 
(5%) of gross receipts from the operation of the building.   Landlord's 
Operation Cost shall not include charges which are attributable to utility 
charges for which Landlord shall receive direct payment from other tenants 
with respect to other space in the Building; the cost of providing 
additional services to Tenant (or to other tenants in the Building) not 
generally furnished to all occupants of the Building, for which Landlord 
shall receive direct payment from Tenant (or direct payment from such other 
tenants); payments of principal, interest or other charges on mortgages and 
payments of ground rent on any ground lease; legal fees or other expenses in 
connection with the leasing of other space of Landlord in the Building or 
the collection of rent or enforcement of lease obligations; or salaries of 
executives or principals of Landlord (except as the same may be reflected in 
any management fee).

C.   Tenant's Tax and Operation Cost Obligation - for any calendar year (or 
partial calendar year) occurring during the Term, the sum of Real Estate 
Taxes and Operation Cost multiplied by Tenant's share of Operation Cost, 
which share shall be Ten and Twenty-seven Hundredths Percent (10.27%).  For 
the partial calendar years at the beginning and end of the Term, Tenant's 
Tax and Operation Cost Obligation shall be equal to Tenant's Tax and 
Operation Cost Obligation as determined pursuant to the immediately 
preceding sentence, multiplied by that fraction of the relevant calendar 
year during which this lease was in effect.

Tenant shall pay to Landlord, as additional rent, Tenant's Tax and Operation 
Cost Obligation for each calendar year (or partial calendar year) during the 
Term.

Tenant shall pay to Landlord in advance on the first day of every month 
during the Term, payment on account of Tenant's obligations under this 
Section along with payment of annual rent under Section 2.  Tenant's initial 
monthly payment on account of real estate taxes under this Section shall be 
Six Hundred Seven Dollars and Forty-seven Cents ($607.47) and its initial 
monthly payment on account of operation cost under this Section shall be 
Seven Hundred Eighty-four Dollars ($784.00).  From time to time, and upon 
prior written notice to Tenant, Landlord shall have the right to adjust the 
amount of Tenant's monthly payments.  Following the end of each calendar 
year, Landlord shall determine the exact amount of Tenant's Tax and 
Operation Cost Obligation with respect to the calendar year then ended, and 
appropriate adjustments shall be made (either by additional payment by 
Tenant or crediting by Landlord toward subsequent obligations of Tenant 
under this Section, or refund if at end of Term), so that the amount of such 
adjustment, when aggregated with the amount of Tenant's monthly payments 
during the preceding calendar year, will equal Tenant's Tax and Operation 
Cost Obligation for such calendar year.  Within ninety (90) days after the 
end of each calendar year, Tenant shall receive a statement from Landlord 
detailing the previous twelve months operating expenses for the Building and 
the estimated monthly Operation Cost Obligation for the subsequent period.

In addition to the foregoing, Tenant shall pay all taxes upon its personal 
property in or upon the Demised Premises.

Notwithstanding the foregoing, it is understood and agreed that disposal of 
Tenant's refuse or related material shall be the sole responsibility of 
Tenant, and Tenant shall provide proper disposal container(s) located on the 
perimeter of the property for this purpose (subject to Landlord's approval, 
which shall not be unreasonably withheld or delayed) at Tenant's sole cost 
and expense.

With respect to the pro-ration of annual water usage by all tenants in the 
building, in the event that a tenant occupying a portion of the building 
uses a greater amount of water than is customarily used by other tenant in 
the building, the water usage for that tenant shall be separately metered 
(at that tenant's expense) and billed to that tenant, exclusive of other 
tenants in the Building."

4.   EXTENSION OPTION:   Provided Tenant is not then in default under this 
Lease (and shall not be in default on the expiration date of this Lease), 
Tenant shall have the option, subject to the conditions set forth below, to 
extend this Lease for the term of two (2) years from the date of expiration 
of the Term as stated in Section 1 (the "extension period"), upon the terms 
and conditions as in this Lease contained.  To exercise this option, Tenant 
shall give written notice to Landlord not later than one hundred eight (180) 
days prior to the expiration of the Term as stated in Section 1.  Tenant 
shall pay to Landlord for the term of such extension period base annual rent 
equal to Market Rate.  Within thirty (30) days of Landlord's receipt of 
Tenant's notice to extend, Landlord shall give notice to Tenant specifying 
the proposed Market Rate, as more specifically set forth in Exhibit C 
attached hereto, said Market Rate defined as the amount of rent a 
prospective tenant, in an arms-length transaction, would be willing to pay 
on the date that the Extension Period commences, for a two-year period and 
in light of the fact that Tenant shall be responsible for paying Real Estate 
Taxes and Operation Cost as set forth herinbefore.

5.   NO DEFAULTS:   Each of the Landlord and Tenant agrees that, as of the 
date hereof, the Lease is in full force and effect and that, to the best of 
its knowledge, no default by the other party exists and that the Tenant has 
paid to Landlord all amounts of rent, additional rent and other sums payable 
to Landlord by Tenant which are due and payable under the Lease.

6.   MISCELLANEOUS:   (a) The Lease is hereby amended so that each and every 
reference therein to the Lease shall be deemed to refer to the Lease as 
amended hereby.  (b) Except as modified herein, all terms and conditions of 
the Lease shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have executed this Third Lease 
Amendment Agreement as of the date first written above.

LANDLORD:                              TENANT:
NEW AVON LIMITED PARTNERSHIP           WESTERBEKE CORPORATION


By Its General Partner,
New Avon Development Corporation


BY:  /s/ Lawrence J. Rothschild          BY:  /s/ Carleton F. Bryant III
     ----------------------------             --------------------------
     Lawrence J. Rothschild, President
                                         Title:  Executive VP
                                         Print Name:  Carleton F. Bryant III


                                  EXHIBIT C

                        Determination of Market Rate

Landlord shall, within thirty (30) days of notice (i) from its departing 
tenant, and/or (ii) of Tenant's notice to exercise its extension option 
hereunder, designate the Market Rate.
If Tenant disagrees with Landlord's designation of the Market Rate, Tenant 
shall have the right by written notice given within thirty (30) days after 
Tenant has been notified of Landlord's designation, to submit the 
determination of Market Rate to arbitration.  Such notification by Tenant 
shall be deemed to be an exercise of Tenant's right to expand into adjacent 
space the balance of the Lease Term.  Market Rate shall be submitted to 
arbitration as follows:  Market Rate shall be determined by impartial 
arbitrators, one to be chosen by Tenant at the time it submits such Market 
Rate to arbitration, one to be chosen by Landlord within fifteen (15) days 
thereafter, and a third to be selected, if necessary, as provided below.  
Each arbitrator shall be an M.A.I. appraiser or shall have at least five (5) 
years experience in evaluating real estate similar to the Demised Premises.  
The unanimous decision of the two first chosen, without selection and 
participation of a third arbitrator, or the written decision of the third 
arbitrator chosen and selected as provided below, shall be conclusive and 
binding upon Landlord and Tenant.  Unless the two arbitrators selected by 
Landlord and Tenant have reached a designation, they shall so notify the 
then Regional Director of the Boston chapter of the American Arbitration 
Association and request him  to select an impartial third arbitrator, to 
determine Market Rate as herein defined.  Within thirty (30) days after 
being designated, the third arbitrator shall determine the Market Rate as 
being either the Market Rate determined by Landlord's appraiser of the 
Market Rate determined by Tenant's appraiser, whichever he believes to be 
closer to the true Market Rate.  The arbitration contemplated hereunder 
shall be governed by the commercial arbitration rules of the American 
Arbitration Association.  Landlord shall bear the costs and expenses of the 
arbitrator which it chooses and Tenant shall bear the cost and expenses of 
the arbitrator which it chooses.  In arriving at their determination 
hereunder, the arbitrators shall consider the rental market for space 
comparable to the space adjacent to the Demised Premises within a five (5) 
mile radius of the Building.  Landlord and Tenant shall bear the expense of 
the third arbitrator and the costs and expenses of the arbitration 
proceeding hereunder equally.  If the dispute between the parties as to the 
Market Rate has not been resolved before the commencement of (i) the 
Expansion Space term, and/or (ii) the Extension Option, then Tenant shall 
pay rent for the (i) Expansion Space, and/or (ii) the Extension Term based 
upon the then payable Annual Rent set forth herein and its additional share 
of Real Estate Taxes and Operation Cost payable with respect to the time 
period in question until either the agreement of the parties as to the 
Market Rate, or the decision of the arbitrators, as the case may be, at 
which time Tenant shall pay any underpayment of rent with respect to the 
time period in question to Landlord.