SCIENCE DYNAMICS CORPORATION/PRO CIRCUITS, INC.
                                 SUBLEASE

This  sublease  is made between SCIENCE DYNAMICS CORPORATION  ("Sublessor")
and  PRO  CIRCUITS, INC. ("Sublessee").  On August 8, 1990,  Sublessor,  as
tenant,  entered into a lease agreement (the "Original Lease") with  CHERRY
HILL  INDUSTRIAL  SITES, INC., a New Jersey Corporation  for  the  premises
known  as  1919  Springdale  Road, Cherry Hill,  New  Jersey,  08003,  more
particularly described in the Original Lease (the "Premises"), the term  of
the  Original  Lease  being for a period of five (5) years,  commencing  on
September  1, 1990 and terminating on August 31, 1995.  The Original  Lease
was  subsequently modified pursuant to a Lease Modification  and  Extension
Agreement  made  on March 28, 1995, wherein the term of the Original  Lease
was  modified  to  be from May 1, 1995 through April 30,  2005.   The  said
Cherry Hill Industrial Sites, Inc. subsequently sold the leased premises to
FIRST  INDUSTRIAL REALTY TRUST, INC., which is hereinafter referred  to  as
"Landlord".  The term "Original Lease" incorporates by reference the  March
28, 1995 Lease Modification and Extension Agreement.


Sublessor:
     SCIENCE DYNAMICS CORPORATION       Sublessee:
     a Delaware corporation                  PRO CIRCUITS, INC.
     1919 Springdale Road                    a New Jersey corporation
     Cherry Hill, NJ   08003                 Unit 7, Hainesport Commons
     (609) 424-0068                          Hainesport, NJ   08036
                                             (609) 261-4177


Rental  Space:  Portion of 1919 Springdale Road, Cherry Hill,   New  Jersey
08003 (See 1. "Rental Space")


Effective  Date:     			Upon  Landlord
approval                                The  payment of Rent shall commence
Term:                                   on  October  1, 1998.  Rent  during
     Beginning:      Upon  Landlord     the term of the Sublease will be $5
approval                                per  square foot per year,  payable
     Ending:   May 31, 2002             monthly,  with the initial  monthly
Security:           $9,746.67           payment to be $9,746.67.

Rent for the term:  $428,853.32         Use  of Rental Space:  Assembly and
                                        sale of electronic circuit boards
Liability    Insurance.     Minimum
amounts:  for                           Sublessee's  Pro Rata  Share:   The
each person injured $1,000,000; for     percentage  of the Premises  leased
any one                                 to  Sublessee under this  Sublease,
accident  $3,000,000; for  property     as   modified  from  time  to  time
damage                                  (initially 23,392/49,300 =47.45%)
$250,000.


1.   Rental Space.
2.   Rent.
3.   Additional Rent.
4.   Late  Charge, Bad Checks,  and
     Default.
5.   Security Deposit.
6.   Possession and Use.
7.   Delay in Giving of Possession.
9.   Liability Insurance.
10.  Unavailability of  Insurance,
     Rate Increases.
11.  Water Damage.
12.  Liability  of  Sublessor  and
     Sublessee.
13.  Assignment and Subletting.
14.  Quiet Enjoyment.
15.  Sublessee's      Repairs,
     Maintenance, Compliance.
16.  Sublessor's   Repair    and
     Maintenance.
17.  No Alterations.
18.  Access to Rental Space.
19.  Estoppel Certificate.
20.  Authorizations.
21.  Sign To Re-Rent.
22.  Signs.
23.  Eminent Domain.
24.  Fire and Other Casualty.
25.  Violation, Eviction, Re-entry
     and Damages.
26.  Removal of Equipment.
27.  Sublessee Bankruptcy.
28.  End of Term.
29.  Environmental Compliance.
30.  Subordination  to   Original
     Lease.
31.  Notices.
32.  Binding Effect.
33.  Captions.
34.  Counterparts and/or  Facsimile
     Signature.
35.  Situs.
36.  Non-Waiver.
37.  Severability.
38.  Modification.
39.  Entire Agreement.
40.  Signatures.

<PAGE>

1.   Rental Space.

     a.    The Rental Space shall include approximately 23,392 square  feet
of the Premises as more particularly set forth in Exhibit "A".

     b.   Sublessee shall have an option to lease the additional portion of
the  Premises  specifically designated on Exhibit A as the Optional  Rental
Space.   The rental of such Optional Rental Space shall be under  the  same
terms  and conditions as the Rental Space (except for the increases in  the
Rent and Sublessee's Pro Rata Share).

     c.    In  the  event  that Sublessor proposes to rent  or  vacate  its
portion of the Premises as shown on Exhibit "A" prior to the expiration  of
this  Sublease,  then Sublessor shall notify Sublessee in writing  of  such
intention.   Sublessee  shall have until 5:00 P.M.  on  the  fifteenth  day
following receipt by the Sublessee of such notice to provide notice of  its
intent to lease Sublessor's portion of the Premises in accordance with  the
terms  and  conditions of this Agreement.  Upon such  notice,  the  parties
shall  promptly  prepare an amendment to this Sublease for such  additional
Rental Space.

     d.   Any modifications or "fit-up" which Sublessee proposes to make to
the  Rental Space shall first be approved by the Sublessor and secondly  by
the Landlord, and the cost of any and all such modifications shall be borne
by the Sublessee.

2.  Rent.

Sublessee  shall  pay the monthly Rent to the Sublessor at the  Sublessor's
address.   It is understood and agreed that the Rent is due and payable  on
the first day of each and every month.

If  the Sublessee fails to comply with any agreement in this Sublease,  the
Sublessor may do so on behalf of the  Sublessee.  The Sublessor may  charge
the  cost to comply, including reasonable attorney's fees, to the Sublessee
as  Additional Rent.  The Additional Rent shall be due and payable as  Rent
with  the next monthly Rent payment.  Non-payment of Additional Rent  shall
give  the  Sublessor  the  same rights against  the  Sublessee  as  if  the
Sublessee failed to pay Rent.

3.  Additional Rent.

     a.    Real Estate Taxes.  The Sublessor agrees to pay all real  estate
taxes  for  the Premises through April 30, 1999.  Thereafter, the Sublessee
agrees  to pay to the Sublessor, as Additional Rent, Sublessee's  Pro  Rata
Share  of  all Real Estate Taxes on the  building and land and  Assessments
levied  against the property for any year (or portion thereof) during   the
term of this lease.

     b.    Repairs  to  Roof.   Sublessor shall be solely  responsible  for
repairs  to  the  roof of the Premises unless the repairs are  due  to  the
actions of Sublessee.

     c.    Upgrading.  Sublessor shall be solely responsible for paying the
upgrading  fee of $1,027 per month set forth in Section 13 of the  Original
Lease.   Sublessee  shall  pay Sublessee's Pro Rata  Share  of  any  future
increases in such upgrading fee.

     d.    Landscaping.   Sublessor  shall be solely  responsible  for  the
landscaping  fee of $300 per month set forth in Section 5 of  the  Original
Lease.   Sublessee  shall  pay Sublessee's Pro Rata  Share  of  any  future
increases in such landscaping fee.

     e.    Other Costs.  Except as set forth in Sections 3a, 3b, 3c and  3d
above,  Sublessee shall also pay Sublessee's Pro Rata Share  of  all  other
costs  of  the  Premises paid by Sublessor pursuant to  the  terms  of  the
Original Lease, as Additional Rent.  These costs will include, but  not  be
limited  to,  window  cleaning,  signs, repairs,  municipal   improvements,
garbage  removal  (if  not paid by Sublessee otherwise),  cleaning  of  the
entire  premises,  snow,  ice, debris and trash removal,   replacement  and
maintenance of landscaping, policing and regulating traffic, repairing  and
replacing   paving,  curbs, walkways, drainage pipes, ducts  and  conduits,
maintenance   and   repair  of  all  lighting  and   lighting   facilities,
electricity,   fuel,  security  services,  alarm  and  sprinkler   systems,
structural   repairs  to the building including roof  and  exterior  walls,
painting,  janitorial,  water and sewer charges including  maintenance  and
rents  (if  not  paid by Sublessee otherwise),  charges and stand-by  fees,
legal  and  accounting  fees, and other expenses  charged  which  would  be
considered  an expense of maintaining, operating or repairing the  premises
under  sound  legal and  accounting principles, all insurance premiums  for
Business  Owners Package Insurance Policy including,  but not  limited  to,
casualty, fire, comprehensive general liability, extended  coverage and any
other  insurance that Sublessor deems necessary.  The above items  will  be
estimated in advance on an annual basis  by the Sublessor and 1/12  of  the
said  estimate  will  be  due  and  payable  with  each  monthly  Rent.   A
reconciliation and adjustments of balance due or refund (if  any)  will  be
made  as of December 31 of each  calendar year and a new adjustment  figure
will  be established by the Sublessor for the following year.  Notification
will  be  made by Sublessor to Sublessee no later than February 15  of  the
following year.  The  refund or balance due (if any) will be paid within 15
days of notification.

     f.   Utilities and Services.

The Sublessee shall arrange and pay for all utilities and services required
for the Rental Space, including but not limited to the following:

(a)  Heat               (d)  Gas                           (g) Air Conditioning
(b)  Hot and cold water (e)  Maintenance service contracts (h) Water
(c)  Electricity        (f)  Exterminating contracts       (i)  Sewer

In  the  event a utility or service cannot be billed directly to Sublessee,
then Sublessee will pay Sublessee's Pro Rata Share of such utility directly
to Sublessor as Additional Rent.

The  Sublessor is not liable for any stoppage or reduction of utilities and
services  beyond the control of the Sublessor.  This does  not  excuse  the
Sublessee from paying Rent.


4.  Late Charge, Bad Checks, and Default.

If  the  Rent  is not received by Sublessor by the 8th of the month,  there
will  be due and payable a late charge of  $150.00.  In the event any check
delivered  for  payment  of  Rent does not clear  the  bank  by  reason  of
insufficient  funds, or any other reasons, at the option of the  Sublessor,
such conduct shall constitute  grounds for cancellation of the Sublease  or
at  the Sublessor's option, Sublessee shall pay as Additional Rent  the sum
of  $75.00  for  servicing the Sublessor's account.   Also,  in  the  event
Sublessee's check is returned  by reason of insufficient funds, then in the
future  the  tenant  shall pay by either money order  or  certified  check.
Sublessee shall be in default of the terms of this Sublease if the Rent  is
not received by Sublessor by the fifteenth (15th) day of the month.

5. Security Deposit.

The  Sublessee has deposited with the Sublessor $9,746.67 as  security  for
the  Sublessee's performance of the terms of this Sublease.  The  Sublessor
may  use,  apply, or retain all or any part of the security to  the  extent
required for the payment of any Rent, Additional Rent, or other sum or debt
as to which the Sublessee is in default or for any sum expended or incurred
by  Sublessor  due  to Sublessee's default in any term  of  this  Sublease,
including,  but not limited to, any damages or deficiency in the  reletting
of  the  Subleased  property, whether such damages  or  deficiency  accrued
before  or after summary proceedings or other reentry by the Sublessor.  If
the Sublessee complies with all of the terms of this Sublease, the security
shall  be returned to the Sublessee, without interest, after the date fixed
as  the  end  of  the  Sublease and after delivery  of  possession  of  the
Subleased  property  to the Sublessor. The Sublessee shall  not  assign  or
encumber the money deposited as security, and neither the Sublessor nor its
successors or assigns shall be bound by any such assignment or encumbrance.

6.   Possession and Use.

The  Sublessor  shall give possession of the Rental Space to the  Sublessee
for  the  Term.  The Sublessee shall take possession of and use the  Rental
Space  for the purpose stated above.  The Sublessee may not use the  Rental
Space for any other purpose without written consent of the Sublessor.

The  Sublessee shall not allow the Rental Space to be used for any unlawful
or hazardous purpose.  The Sublessee shall obtain any necessary certificate
of  occupancy  or  other certificate permitting the Sublessee  to  use  the
Rental Space for that use.

The Sublessee shall not use the Rental Space in any manner that results  in
(1)  an  increase  in  the  rate  of fire or  liability  insurance  or  (2)
cancellation of any fire or liability insurance policy on the Rental Space.
The  Sublessee  shall  comply  with  all  reasonable  requirements  of  the
insurance  companies  insuring the Rental Space.  Sublessee  shall  not  be
required to incur major cost items such as sprinkler or alarm systems.  The
Sublessee  shall  not  abandon the Rental Space during  the  Term  of  this
Sublease or permit it to become vacant.

7.   Delay in Giving of Possession.

This  paragraph applies if (a) the Sublessor cannot give possession of  the
Rental Space to the Sublessee on the beginning date and (b) the reason  for
the  delay is not the Sublessor's fault.  The Sublessor shall not  be  held
liable  for the delay.  The Sublessor shall then have 90 days in  which  to
give  possession.  If possession is given within that time,  the  Sublessee
shall accept possession and pay Rent from that date. The ending date of the
Term  shall not change.  If possession is not given within that  time  this
Sublease may be cancelled by either party on notice to the other.

8.   Acceptance of Rental Space.

The  Sublessee  has inspected the Rental Space and agrees that  the  Rental
Space  is in satisfactory condition. The Sublessee accepts the Rental Space
"as is".

9.   Liability Insurance.

The Sublessee shall obtain, pay for, and keep in effect for the benefit  of
the  Sublessor  and the Sublessee (and, if required, the  Landlord)  public
liability insurance on the Rental Space which meets the requirements of the
insurance provisions of the Original Lease.  The insurance company must  be
acceptable to the Sublessor.  This coverage must be in the minimum  amounts
as follows:

Liability  Insurance.  Minimum amounts: for each person injured  $1,000,000
for any one accident $3,000,000 for property damage $250,000.

The Sublessee shall deliver the original policy to the Sublessor with proof
of  payment of the first year's premiums.  This shall be done not less than
15  days  before the Beginning of the Term.  The Sublessee shall deliver  a
renewal policy to the Sublessor with proof of payment not less than 15 days
before the expiration date of each policy.

10.    Unavailability  of Fire, Liability and Broad  Form  Insurance,  Rate
Increases.

If  due  to  the  Sublessee's use of the Rental Space the Sublessor  cannot
obtain  insurance on the Building in an amount and form acceptable  to  the
Sublessor, the Sublessor may cancel this Sublease on 30 days notice to  the
Sublessee.  If due to the Sublessee's use of the Rental Space the insurance
rate  is increased, the Sublessee shall pay the increase in the premium  to
the Sublessor on demand.

11.   Water Damage.

The  Sublessor shall not be liable for any damage or injury to any  persons
or  property  caused by the leak of flow of water or into any part  of  the
Building.

12.   Liability of Sublessor and Sublessee.

The  Sublessor  shall not be liable for injury or damage to any  person  or
property unless it is due to the Sublessor's act or neglect.  The Sublessee
shall  defend  the  Sublessor  from and reimburse  the  Sublessor  for  all
liability and costs resulting from any injury or damage due to the  act  or
neglect of the Sublessee or the Sublessee's employees.

13.   Assignment and Subletting.

     (a)  Sublessee shall not, without prior written consent of Sublessor:

          (i)  assign or in any manner transfer this Sublease or any estate
or interest therein,

          (ii)  permit  any assignment of this Sublease or  any  estate  or
interest therein by operation of law,
          (iii)     sublet the Premises or any part thereof,

          (iv)  grant any license, concession, or other right of  occupancy
of any portion of the Premises, or

          (v)   permit  the use of the Premises by any parties  other  than
Sublessee, its agents, and employees.

Any  such acts without Sublessor`s prior written consent shall be void  and
of  no  effect.   Consent  by  Sublessor to  one  or  more  assignments  or
sublettings shall not operate as a waiver of Sublessor`s rights as  to  any
subsequent assignments and sublettings.  Notwithstanding any assignment  or
subletting,  Sublessee and any guarantor of Sublessee`s  obligations  under
this  Sublease shall at all times remain fully responsible and  liable  for
the  payment  of the Rent herein specified and for compliance with  all  of
Sublessee`s other obligations under this Sublease.  If an event of default,
as  herein defined, should occur while the Premises or any part thereof are
then  assigned  or  sublet, Sublessor, in addition to  any  other  remedies
herein provided or provided by law, may at its option collect directly from
such  assignee or sublessee all rents becoming due to Sublessee under  such
assignment  or  sublease  and  apply such Rent  against  any  sums  due  to
Sublessor  by  Sublessee  hereunder, and Sublessee  hereby  authorizes  and
directs  any  such  assignee or sublessee to make  such  payments  of  Rent
directly  to  Sublessor upon receipt of notice from Sublessor.   No  direct
collection  by  Sublessor  from any such assignee  or  sublessee  shall  be
construed  to  constitute  a  novation or a release  of  Sublessee  or  any
guarantor   of  Sublessee  from  the  further  performance  of  Sublessee`s
obligations  under  this Sublease.  Nor shall such direct  collection  from
Sublessee`s  assignee, sublessee, or occupant of the Premises be  deemed  a
waiver  of  the covenant in this Sublease contained against assignment  and
subletting or a release of Sublessee under this Sublease.  Sublessee  shall
not  mortgage, pledge, or otherwise encumber its interest in this  Sublease
or in the leased Premises.

          (b)   If  Sublessee requests Sublessor`s consent to an assignment
of  the  Sublease or subletting of all or a part of the Premises, it  shall
submit  to  Sublessor,  in writing, the name of the  proposed  assignee  or
subtenant  and  the nature and character of the business  of  the  proposed
assignee or subtenant, the term, use, rental rate, and other particulars of
the  proposed  subletting  or  assignment,  including  without  limitation,
evidence  satisfactory to Sublessor that the proposed subtenant or assignee
is  financially responsible and will immediately occupy and thereafter  use
the  Premises (or any sublet portion thereof) for the remainder of the Term
(or for the entire term of the sublease, if shorter).

          (c)   If  Sublessor consents to any subletting or  assignment  by
Sublessee  as hereinabove provided, and subsequently any rents received  by
Sublessee  under  any such sublease are in excess of the  Rent  payable  by
Sublessee under this Sublease, or any additional consideration is  paid  to
Sublessee by the assignee under any such assignment, then Sublessor may, at
its  option,  declare fifty (50%) percent of such excess  rents  under  any
sublease or such additional consideration for an assignment to be  due  and
payable  from  Sublessee to Sublessor as Additional  Rent  hereunder.   The
parties  agree that Sublessor shall be entitled to no part of the  sale  of
the equipment or the business.

          (d)   Sublessor  shall  have the right to transfer,  assign,  and
convey,  in  whole or in part, the Building and any and all of  its  rights
under  this  Sublease, and in the event Sublessor assigns its rights  under
this  Sublease and the assignee explicitly assumes Sublessor's  obligations
under  this Sublease, Sublessor shall thereby be released from any  further
obligations  hereunder,  and  Sublessee  agrees  to  look  solely  to  such
successor  in  interest  of the Sublessor for performance  of  such  obliga
tions.

14.  Quiet Enjoyment.

Subject  to  the Landlord's consent, the Sublessor has the right  to  enter
into  this  Sublease.  If the Sublessee complies with  this  Sublease,  the
Sublessor  must  provide the Sublessee with undisturbed possession  of  the
Rental Space.

15.  Sublessee's Repairs, Maintenance, Compliance.

The Sublessee shall:

     (a)  Promptly comply with all laws, orders, rules and requirements  of
governmental  authorities, insurance carriers, board of fire  underwriters,
or  similar groups.  Provided, however, Sublessee shall only be responsible
for  the  cost  of compliance which flows from tenant's activities  in  the
premises.   Sublessee  shall only be required  to  make  such  repairs  and
corrections   to  the  premises  which  are  the  results  of   Sublessee's
activities.   For  example, if Sublessee causes a major  structural  defect
which  requires  repair,  then Sublessee shall be  solely  responsible  for
correcting such repair.

     (b)  Maintain the Rental Space and all equipment and fixtures in it in
good repair and appearance.

     (c)   Maintain  the  Rental Space in neat, clean, safe,  and  sanitary
condition free of all garbage.

     (d)   Keep  the  walks,  driveway,  parking  areas,  yard,  entrances,
hallways,  and  stairs  in  the area immediately  adjacent  to  the  Rental
Premises, clean and free from trash.

     (e)    Use   and   maintain  all  electric,  plumbing,  heating,   air
conditioning,  hot water systems and other facilities in the  Rental  Space
safely.

     (f)   Use no more electricity than the wiring or feeders to the Rental
Space can safely carry.

     (g)   Replace all broken glass in the Rental Space including  but  not
limited to windows and doors.

     (h)   Do nothing to destroy, deface, damage, or remove any part of the
Rental Space.

     (i)  Keep no inflammable or dangerous things in the Rental Space.

     (j)   Promptly  notify the Sublessor when there are  conditions  which
need repair that are the responsibility of the Sublessor.

     (k)  Do nothing to destroy the peace and quiet of the Sublessor, other
tenants, or persons in the  neighborhood.

The Sublessee shall pay any expenses involved in complying with the above.

16.  Sublessor's Repair and Maintenance.

The Sublessor shall:

     (a)   Maintain  the  Public areas, roof and  exterior  walls  in  good
condition (the cost to be allocated as set forth herein).

     (b)   Make  all  structural  repairs unless  these  repairs  are  made
necessary  by  the  act  or neglect of  the Sublessee  or  the  Sublessee's
employees (the cost to be allocated as set forth herein).

17.  No Alterations.

The  Sublessee  may not make any changes or additions to the  Rental  Space
without  the  Sublessor's  written consent,  which  consent  shall  not  be
unreasonably  withheld.   Any  changes  or  additions  made   without   the
Sublessor's written consent shall by removed by the  Sublessee on demand.

All  changes  or additions made with the Sublessor's written consent  shall
become  the property of the  Sublessor when completed and paid for  by  the
Sublessee.   They shall remain as part of the Rental Space at  the  end  of
the  Term.  The Sublessor may demand that the Sublessee remove any  changes
or additions at the  end of the Term.  The Sublessee shall promptly pay for
all  costs of any changes or additions.  The Sublessee  shall not allow any
mechanic's  lien or other claim to be filed against the Building.   If  any
lien  or  claim is filed against the Building, the Sublessee shall have  it
promptly removed.

18.  Access to Rental Space.

The Sublessor shall have access to the Rental Space on reasonable notice to
the  Sublessee to (a) inspect  the Rental Space (b) make necessary repairs,
alterations, or improvements, and (c) supply services.

The  Sublessor may show the Rental Space to rental applicants at reasonable
hours  on  notice to the Sublessee within 6 months before the  end  of  the
Term.
The  Sublessor may enter the Rental Space at any time without notice to the
Sublessee in case of emergency.

19.  Estoppel Certificate.

At  the  request of the Sublessor, the Sublessee shall sign  a  certificate
stating that (a) this Sublease has not  been amended and is in effect,  (b)
the  Sublessor  has  fully performed all of the Sublessor's  agreements  in
this  Sublease, (c) the Sublessee has no rights to the Rental Space  except
as  stated in this Sublease, (d) the  Sublessee has paid all Rent to  date,
and  (e)  the  Sublessee  has not paid Rent for  more  than  one  month  in
advance.  The Certificate shall also list all the property attached to  the
Rental Space owned by the  Sublessee.

The  Sublessor  shall also sign an estoppel certificate,  if  requested  by
Sublessee,  in a form that is usually and customarily requested by  lenders
and/or purchasers of Sublessee's interest.


20.  Authorizations.

The Sublessee shall procure each and every permit, license, certificate  or
other  authorization and any  renewals, extensions or  continuance  of  the
same  required in connection with the lawful and proper use  of the demised
premises.

21.  Sign To Re-Rent.

Sublessor  reserves  the right, and Sublessee hereby grants  the  right  to
Sublessor,  or  its agent, to place and  continually keep in a  conspicuous
place on the demised premises for the information of the public, the  usual
and customary "FOR RENT" signs at any time within ninety (90) days prior to
the  expiration of the  term hereby granted, or to any prior  determination
thereof,  or  any  time  subsequent to notice  from   either  party  of  an
intention to terminate this Sublease.

22.  Signs.

Subject  to the terms of the Original Lease, it is hereby expressly  agreed
that the Sublessee, at the Sublessee's own cost and expense will provide an
exterior sign panel advertising the name of the business carried on in  the
Premises,  said sign  to be of a size and kind acceptable to the  Sublessor
and  Municipality in a sign box provided by Sublessee;  said sign  box  and
panel  to  remain  the property of the Sublessor.  However,  the  Sublessee
shall  not erect or  install any exterior or door signs, advertising  media
or  window  or  door lettering without written  consent of  the  Sublessor.
Sublessee  agrees  not to use any advertising media that  shall  be  deemed
objectionable  to the Sublessor or to other Sublessees, including  but  not
limited  to  loudspeakers,  phonographs, cd's, or  radio  broadcasts  in  a
manner to be heard outside the demised premises.

23.  Eminent Domain.

Eminent  domain is the right of a government to lawfully condemn  and  take
private  property  for  public  use.  Fair  value  must  be  paid  for  the
property.   The  taking occurs either by court order or  by  deed  to   the
condemning  party.   If any part of the Rental Space is  taken  by  eminent
domain,  either party may  cancel this Sublease on 30 days  notice  to  the
other.   The  award shall belong to and be paid to Sublessor,  except  that
Sublessee  may receive any sum paid to Sublessee from the condemning  party
for  loss  of good will, and any sums constituting relocation payments,  or
any  other  payments or benefits to which Sublessee may  be  entitled,  but
which  do not constitute any portion of the award for the taking of all  or
part  of  the premises, or any portion of the award constituting  severance
damages for the portion of the premises not taken.

24.  Fire and Other Casualty.

The  Sublessee  is  liable  for the acts and  neglect  of  the  Sublessee's
employees.

The  Sublessee  shall notify the Sublessor at once of  any  fire  or  other
casualty  in the Rental Space.  The  Sublessee is not required to pay  Rent
when  the  Rental Space is unusable.  If part of the Rental Space  can   be
used,  the  Sublessee must pay Rent pro-rata for the usable part.   If  the
fire  or  other casualty is  caused by the act or neglect of the Sublessee,
the Sublessee shall pay for all repairs and all other damage.

If  the Rental Space is partially damaged by fire or other casualty without
the act or neglect of the  Sublessee, the Sublessor shall repair it as soon
as  possible.   This includes the damage to the Rental Space  and  fixtures
installed  by  the  Sublessor.  The Sublessor need not  repair  or  replace
anything installed by  the Sublessee.

Either party may cancel this Sublease if the Rental Space is so damaged  by
fire or other casualty that it  cannot be repaired within 90 days.  If  the
parties  cannot agree, the opinion of a contractor chosen by  the Sublessor
and  the Sublessee will be binding on both parties.  The Sublessee may  not
cancel this Sublease if  the fire or other casualty is caused by the act or
neglect of the Sublessee.

This Sublease shall end if the Rental Space is totally destroyed by fire or
other  casualty  without the act  or neglect of the  Sublessee.   The  Rent
shall be paid to the date of destruction.

25.  Violation, Eviction, Re-entry and Damages.

If  the  Sublessee violates any agreements in this Sublease, the  Sublessor
has the right to end this Sublease and  re-enter the Rental Space.  This is
done  by  eviction.   The Sublessor may also evict the  Sublessee  for  all
other  causes provided by law.  The eviction is a court procedure to remove
a  Sublessee.  It is started by  the filing of a complaint in court and the
service  of  a summons on a Sublessee to appear in court.  After   a  court
order of eviction and compliance with the warrant of removal, the Sublessor
my  re-enter and take  back possession of the Rental Space.  If  the  cause
for  eviction is non-payment of Rent, notice does not  have to be given  to
the  Sublessee  before the Sublessor files a complaint.  If  there  is  any
other  cause to  evict, the Sublessor must give to the Sublessee the notice
required by law before the Sublessor files a  complaint.

Sublessee is liable for all damages caused by the Sublessee's violation  of
any  agreement in this Sublease.  This includes reasonable attorney's  fees
and cost.

After  eviction the Sublessee shall pay the balance of the entire Rent  for
the Term in full at once.  The  Sublessee shall also pay (a) all reasonable
expenses  incurred  by  the Sublessor in preparing the  Rental   Space  for
re-renting  and  (b)  commissions paid to a  broker  for  obtaining  a  new
Sublessee.

26.  Removal of Equipment.

Sublessee  agrees  that  if  at any time during  the  continuance  of  this
Sublease  Sublessee  removes or attempts to  remove  Sublessee's  goods  or
property out of or from said premises, excepting in the ordinary course  of
business, without first having paid and satisfied Sublessor in full for all
Rent  which  may become due  during the entire term of this Sublease,  then
and  in such case such removal or attempt to remove shall be a default, and
the  whole Rent for the said term then remaining unpaid shall at the option
of the Sublessor, be taken to be thereupon due and payable and, in arrears,
and  Sublessor shall have full  power and authority to institute any action
at  law or in equity for the collection thereof, or to  proceed by distress
or  any  other process of law to collect the same, or at Sublessor's option
may   declare the said term ended and re-enter the said premises and  every
part thereof and remove all  persons or things therefrom, or to proceed  by
action for the recovery thereof or otherwise.

27.  Sublessee Bankruptcy.

If  the  Sublessee becomes insolvent, bankrupt, or makes an assignment  for
the  benefit  of creditors, or is  levied upon or sold out by sheriff's  or
marshal's  or  constable's sale, or if a receiver is appointed,   then  the
Rent  for the balance of the term or any part thereof at the option of  the
Sublessor, shall  become due and payable as if by the terms of the Sublease
it  were payable in advance.  In case the Rent is  at any time unpaid  when
due,  Sublessee hereby agrees that thereupon the whole Rent for the balance
of  the   term,  or  any part thereof at the option of the Sublessor  shall
immediately  become due and payable as if  by the terms of the Sublease  it
were payable in advance, and Sublessor may immediately proceed to distrain,
collect or bring action for the said whole Rent or any part thereof.

28.  End of Term.

At  the  end  of  the Term the Sublessee shall (a) leave the  Rental  Space
clean,  (b) remove all of the  Sublessee's property, (c) remove  all  signs
and  restore  that portion of the Rental Space on which they were   placed,
(d)  repair all damage caused by moving and (e) return the Rental Space  to
the Sublessor in the  same condition as it was at the beginning of the Term
except for normal wear and tear.
If the Sublessee leaves any property in the Rental Space, the Sublessor may
(a)  dispose  of it and charge  the Sublessee for the cost of disposal,  or
(b) keep it as abandoned property.

29.  Environmental Compliance.

Subject to the terms of the Original Lease, without limiting the generality
of any provisions set forth elsewhere in this Sublease, Sublessee agrees as
follows:

     a.    Sublessee shall not use, generate, store, treat, dispose  of  or
otherwise introduce any hazardous waste, hazardous substance or solid waste
as  defined  in  Section 1004(5) and )27) of the Resource Conservation  and
Recovery  Act  ("RCRA"), 42 U.S.C. Sec.6903 (5) and (27),  the  regulations
promulgated under Section 3001 of RCRA, 42 U.S.C. Sec.6921, Sec.101(14)  of
the  Comprehensive Environmental Response, Compensation and  Liability  Act
("CERCLA"),  42  U.S.C. Sec.9601(14), 40 C.F.R. Part 302,  and  as  further
defined  in  N.J.A.C. 7:1E-1.3 and N.J.A.C. 7:1E-Appendix, and  as  may  be
further  defined  in any other statutes and regulations applicable  to  the
Rental Space, as such statutes and regulations may be amended or superseded
from  time  to  time (collectively, "Hazardous Substances"),  into,  on  or
around  the  Rental Space or the property, and shall not cause,  suffer  or
permit  anyone  else to do so.  Without limiting any of the obligations  of
Sublessee  under  t  he  provisions set forth in this Agreement,  Sublessee
agrees to clean up all spills and discharges of Hazardous Substances in the
Rental  Space or on the property, whether caused or permitted by Sublessee,
in  a  manner  which  shall comply with all applicable  environmental  laws
including, without limitation, the Spill Compensation and Control Act  (the
"Spill  Act"),  N.J.S.A.  Sec.  58:10-12.11  et  seq.  ,  the  Solid  Waste
Management  Act,  N.J.S.A. Sec. 13:1D-1, et. seq.. CERCLA,  RCRA,  and  the
regulations  promulgated thereunder.  Sublessee shall notify  Sublessor  in
writing of all such incidents.

     b.    Sublessee shall immediately deliver to Sublessor a copy  of  any
summons,   citation,  directive,  notice,  complaint,   letter   or   other
communication  from  any  federal, state  or  local  environmental  agency,
concerning  any alleged violations of any environmental laws or regulations
at  the  Rental  Space or property, or concerning spills or  discharges  of
Hazardous  Substances,  or  concerning any  investigation  or  request  for
information  relating to the use, generation, handling, treatment,  storage
or  disposal of Hazardous Substances in connection with the Rental Space or
property.

     c.   Sublessee has no knowledge of any lien imposed upon its revenues,
real  or personal property pursuant to the Spill Act, and Sublessee has  no
actual or constructive notice of any circumstances which might lead to  the
imposition of such a lien.

     d.   Sublessee shall not permit or cause any substance or condition to
exist  in, on or around the Rental Space, that may support a claim or cause
of  action  under  the  common law or under any  federal,  state  or  local
environmental   statute,  regulation,  ordinance  or  other   environmental
regulatory requirement.

     e.     The   provisions  of  this  paragraph  regarding  environmental
compliance  shall  survive  the expiration or sooner  termination  of  this
Sublease.

     f.    Sublessee,  shall, at Sublessee's own expense  comply  with  the
Industrial  Site  Recovery Act, and the regulations promulgated  thereafter
(ISRA).  Sublessee  shall, at Sublessee's own expense, make all submissions
to,  provide all information to, and comply with  all requirements of,  the
Bureau   of  Industrial  Site  Evaluation  ("the  bureau")  of  New  Jersey
Department   of Environmental Protection ("NJDEP").  Should the  Bureau  or
any  other division of NJDEP determine that  a cleanup plan be prepared and
that  a  cleanup  be  undertaken because of any  spills  or  discharges  of
hazardous substances or wastes at the premises which occur during the  term
of  this  Sublease, then Sublessee  shall, at the Sublessee's own  expense,
prepare and submit the required plans and financial assurances, and   carry
out  the approved plans.  Sublessee's obligation under this paragraph shall
arise  if  there is any  closing, terminating or transferring of operations
of  an  industrial establishment at the premises  pursuant to ISRA.  At  no
expense  to  Sublessor,  Sublessee shall promptly provide  all  information
requested  by Sublessor for preparation of non-applicability affidavits and
shall   promptly  sign  such  affidavits   when  requested  by   Sublessor.
Sublessee  shall  indemnify, defend and save harmless  Sublessor  from  all
fines,  suits, procedures, claims and actions of any kind arising out of or
in any way connected with any  spills or discharges of hazardous substances
or  wastes  at the premises which occur during the term of  this  Sublease:
and  from  all  fines, suits, procedures, claims and actions  of  any  kind
arising  out of  Sublessee's failure to provide all information,  make  all
submissions and take all actions required by the ISRA Bureau or  any  other
division  of  NJDEP.   Sublessee's obligations and liabilities  under  this
paragraph shall continue so long as Sublessor remains responsible  for  any
spills  or  discharges of Hazardous  substances or waste  at  the  premises
which  occur  during  the  term of this Sublease.  Sublessee's  failure  to
abide by the terms of this paragraph  shall be restrainable by injunction.

     g.   Sublessee shall promptly provide Sublessor with all documentation
and  correspondence  provided to NJDEP  pursuant to  Worker  and  Community
Right   to   Know  Act,  N.J.S.A.  34:5A-1  et  seq.  and  the  regulations
promulgated thereunder ("Right to Know Act").

     h.    Sublessee  shall promptly supply to Sublessor  all  reports  and
notices   made   by   Sublessee  pursuant  to  the    Hazardous   Substance
Discharge--Reports  and  Notices Act, N.J.S.A. 13:1K-15  et  seq.  and  the
regulations  promulgated thereunder ("Reports and Notices Act").

     i.    Sublessee  shall  promptly supply Sublessor  with  any  notices,
correspondence  and  submissions made by  Sublessee to  NJDEP,  the  United
States   Environmental   Protection  Agency  (EPA),   the   United   States
Occupational  Safety and Health Administration (OSHA), or any other  local,
state  or  federal authority  which requires submission of any  information
concerning environmental matters or hazardous wastes or  substances.

30.   Subordination to Original Lease.  This Sublease is subordinate to and
subject  to  the terms of the Original Lease, copies of which are  attached
hereto.  With respect to Landlord (and not with respect to Sublessor),  the
terms  of the Original Lease shall govern in the case of a conflict between
the  terms  of  the Original Lease and the Sublease.  With respect  to  the
obligations  arising  between Sublessor and Sublessee,  the  terms  of  the
Sublease shall govern in the case of a conflict between the Original  Lease
and the Sublease.

31.  Notices.

All notices, requests, and demands given to or made upon the parties hereto
shall, except as otherwise specified herein, be in writing and be delivered
by  fax,  express delivery, in person, or mailed to any such party  at  the
address of such party set forth on page 1 hereof.  Any party may, by notice
hereunder  to the other party, designate a changed address for such  party.
Any  notice,  if faxed, shall be deemed received upon confirmation  of  the
receipt thereof; if sent by express delivery, shall be deemed received upon
delivery  as  set  forth  on the express delivery  receipt;  if  personally
delivered,  shall be deemed received upon delivery; and if mailed  properly
addressed, postage prepaid, registered or certified mail, shall  be  deemed
dispatched  on  the registered date or that stamped on the  certified  mail
receipt, and shall be deemed received the fifth business day thereafter, or
when it is actually received, whichever is sooner.  Attempted delivery,  in
person  or  by  express delivery at the correct address,  shall  be  deemed
received  on the date of such attempted delivery.  All references to  hours
of  the  day shall mean the official time in effect on the date in question
in the State of New Jersey.

32. Binding Effect.

This Sublease shall be binding upon and inure to the benefit of the parties
hereto and their respective successors, assigns, and legal representatives.



33. Captions.

Captions of the sections of this Sublease are for convenience and reference
only, and the words contained shall not be held to modify, amplify, or  aid
in the interpretation of the provisions of this Sublease.

34. Counterparts and/or Facsimile Signature.

This  Sublease  may  be  executed in any number of counterparts,  including
counterparts  transmitted by telecopier or FAX,  any  one  of  which  shall
constitute  an original of this Sublease.  When counterparts  of  facsimile
copies  have been executed by all parties, they shall have the same  effect
as  if  the  signatures  to each counterpart or copy  were  upon  the  same
document  and copies of such documents shall be deemed valid as  originals.
The  parties agree that all such signatures may be transferred to a  single
document upon the request of any party.

35. Situs.

This  Sublease  shall be governed by and construed in accordance  with  the
laws of the State of New Jersey, without giving effect to conflict of laws.
Any  action, suit or proceeding arising out of, based on, or in  connection
with  this Sublease or the transactions contemplated hereby may be  brought
only  in  the  Superior Court of the State of New Jersey, venue  in  Camden
County,  or  in  the United States District Court for the District  of  New
Jersey in Camden, and each party covenants and agrees not to assert, by way
of  motion,  as  a  defense,  or otherwise in  any  such  action,  suit  or
proceeding,  any  claim  that it or he is not  subject  personally  to  the
jurisdiction  of such court, that its or his property is exempt  or  immune
from  attachment  or  execution, that the action,  suit  or  proceeding  is
brought  in  an inconvenient forum, that the venue of the action,  suit  or
proceeding is improper, or that this Sublease or the subject matter  hereof
may not be enforced in or by such court.

36. Non-Waiver.

No  delay  or failure by a party to exercise any right under this Sublease,
and  no partial or single exercise of that right, shall constitute a waiver
of that or any other right, unless otherwise expressly provided herein.

37. Severability.

Whenever possible, each provision of this Sublease shall be interpreted  in
such  manner as to be effective and valid under applicable law, but if  any
provision  of  this  Sublease  shall be  prohibited  by  or  invalid  under
applicable law, such provision shall be ineffective only to the  extent  of
such  prohibition or invalidity, without invalidating the remainder of such
provision or the remaining provisions of this Sublease.

38. Modification.

This  Sublease may not be and shall not be deemed or construed to have been
modified,  amended, rescinded, cancelled, or waived in whole  or  in  part,
except by a written instrument signed by the parties hereto.

39. Entire Agreement.

This Sublease and the documents incorporated herein by reference constitute
and  express  the  entire agreement and understanding between  the  parties
hereto in reference to all the matters referred to herein, and any previous
discussions, promises, representations, and understanding relative  thereto
are  merged into the terms of this Sublease and shall have no further force
and effect.

40.  Signatures.

The  Sublessor  and the Sublessee agree to the terms of  this  Sublease  by
signing below.  If a party is a corporation, this Sublease is signed by the
proper corporate officers.


Dated: 6/4/98                               SCIENCE DYNAMICS CORPORATION



                                        BY: JOY C. HARTMAN



Dated: 6/4/98                                PRO CIRCUITS, INC.



                                        BY:  LAWRENCE J. IBBETSON

                       INDIVIDUAL PERSONAL GUARANTY

LAWRENCE J. IBBETSON, residing at


in  consideration of the Sublessor entering into the within  Sublease  with
Pro  Circuits,  Inc., the undersigned agrees to pay on demand  any  payment
that  Pro  Circuits,  Inc.  fails to make under the  terms,  covenants  and
conditions  of  the Sublease in a timely manner to the  Sublessor.   It  is
understood  that this guaranty shall be a continuing, irrevocable  guaranty
and  indemnity  for  any  indebtedness of  Pro  Circuits,  Inc.  under  the
Sublease.  The undersigned agrees that any notice provided to Pro Circuits,
Inc.  as required by the Sublease shall be deemed to have been provided  to
the  undersigned  personally.   The undersigned  further  agrees  that  his
personal  consent shall not be required for any modification,  renewal,  or
exercise  of option by Sublessee under the Sublease, and that any such  act
by Sublessee will not cancel or alter this guaranty in any way.



                                        LAWRENCE J. IBBETSON



                      LANDLORD'S CONSENT TO SUBLEASE

1.   Landlord consents to the within Sublease.

2.    By  consenting to this Sublease, Landlord waives none  of  Landlord's
rights under the Original Lease.

3.    Landlord has examined the proposed alterations to the Rental Space to
be  made by Sublessee and consents to such alterations as set forth in  the
proposal.

4.    Landlord  has  reviewed the proposed Sublease and waives  any  profit
which  may  inure  to  the benefit of the Sublessor as  a  result  of  such
subletting.


                                        FIRST INDUSTRIAL REALTY TRUST, INC.



Dated:                                  BY: