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                                  Exhibit 10.13

                                 Lease Agreement

This Lease is made by and between LESSOR : Kan, Hung-Sen([ ][ ][ ])(hereinafter
referred to as "Party A") and LESSEE : Kid Castle Internet Technology
Corporation (hereinafter referred to as "Party B") for the lease of premises
hereunder. Both parties agree to abide by the terms and conditions set forth as
follows:

1.   Premises under the Lease : Party A hereby leases the premises located at
     8th Floor-1, No. 100, Ming-Chuan Road, Hsintien City, Taipei County
     (including a car park space : B4 / No. 12) under the Lease.

2.   The Term of the Lease :

A.       The term of the Lease shall be six years, commencing from March 20th,
     2003 to March 19th, 2009.

B.   The Lease may be renewed by Party B giving a notice in writing to Party A
     at least three months prior to the expiration of the term hereof, and such
     renewal, if any, shall be subject to the rental and other conditions as
     negotiated by both Parties. A new lease shall be contracted otherwise by
     the Parties.

C.       In the event that Party A shall not consent to the renewal of lease
     after receiving a written notice by Party B requesting for such renewal,
     Party A shall reply to Party B in writing thereupon. In such case, Article
     451 of the R.O.C. Civil Code shall not be applied hereto, and Party B is
     obligated to restore the Premises to the original condition and return the
     Premises unconditionally to Party A upon expiration of the Lease term
     without delay in any excuse.

D.       Party A shall give Party B a total of twenty-nine days of a gratuitous
     decoration period from February 19th to March 19th, 2003. Party B is
     responsible for dismantling the decoration of the Premises of the previous
     lessee and shall bear the Premise administration fee of February 2003 and
     the charge of electricity from January 6th to March 5th of 2003.

3.   Rent

A.       The monthly rent shall be NT$110,000 in total(including value added
     tax, i.e. Party B shall issue a check for NT$99,000 per month to Party A).
     The monthly rent remains unchanged during the six years of the Lease term.

B.       The rent shall be payable using the Premises delivery date to be the
     first day of each two-year period (twenty-four months) by twenty-four
     checks from Party B to Party A. The rent for the following two-year period
     must be honored to Party A by twenty-four checks at least twenty days
     before the date of the next period commences.

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C.       In the event that the rent checks hereby reserved shall be unpaid or
     bounced after any delay, Party B shall be liable for adding a penalty
     equivalent to 1% of the total of unpaid rent on a daily basis to unpaid
     rent payable. In the event after a warning is given by Party A Party B
     shall fail to pay the rent over two months, Party A may terminate the
     Lease. Party B shall vacate the Premises unconditionally without objection
     and pay unpaid penalty and other incurred expenses, in addition to the rent
     payable.

D.       The rent and penalty payable as described above shall be paid and
     cleared by Party B; otherwise Party A may deduct from the rental deposit
     any of such unpaid amount. In the event that any other expenses is
     insufficient to cover the said total compensation, Party A may file an
     lawsuit against Party B for the difference.

4.   Rental Deposit

A.       Party B shall pay to Party A a rental deposit of NT$330,000 upon
     signing of this Lease.

B.       The said rental deposit shall be returned to Party B without interest,
     against the receipt originally issued for the payment of the rental
     deposit, upon expiration of this Lease, when Party B vacates and surrenders
     the Premises and has fulfilled this Lease obligation.

C.       Party B shall not have the creditor's right of the rental deposit
     transferred or mortgaged to any third party.

5.       The Building Administration :

A.       To maintain the Building with utmost due diligence, Party B agrees that
     Party A commissions an experienced building administration company to
     govern the administration of this Building. Party shall abide by the
     regulations governing the administration of this Building as specified by
     administration office of this Building.

B.       The electricity consumption shall be paid by Party B according to the
     readings on the respective electricity meter according to the Taiwan power
     Co. The water supply charge shall be paid by Party B according to the
     readings on the respective meter, if any; otherwise distributed in
     proportion to the area leased by each lessee. The private air-conditioning
     consumption by the individual lessee shall be paid by the individual lessee
     according to the readings on the respective air-conditioning meter. The
     expenses involved in the electricity, water supply and public
     air-conditioning for the public facilities shall be distributed according
     the readings on respective meters in proportion to the area leased by each
     lessee. The said expenses shall be paid monthly to administration office of
     this Building on time. All charges of consumables due to facilities, which
     are privately used by Party B, shall be borne by Party B.

C.       Party B agrees to pay the expenses involved in building equipment
     maintenance, cleaning, air-conditioning equipment maintenance and all other
     public utility equipment in proportion to the area leased by each lessee
     and shall pay to the administration office of this Building on time.

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6.   Insurance : Party A shall acquire sufficient and appropriate insurance for
     possessed premises. Party B shall acquire appropriate insurance for
     movables and equipment, etc. inside the leased Premises; Party A shall in
     no circumstances have any concern therefrom.

7.   Underground Parking Lot : Party A is obligated to provide a set of parking
     card relating to each parking space. In the event that the damage or loss
     to any parking card possessed by Party B, Party B shall directly reapply a
     new parking card to the administration office of this Building at Party B's
     own cost. If an additional parking space in the Premises is required by
     Party B, Party B shall directly apply to the administration office of this
     Building in accordance with Parking Lot Code ([ ][ ][ ][ ][ ][ ][ ][ ][ ]).

8.   Use of Premises :

A.       Party B shall use the Premises only for legal office purposes and shall
     not use such for any other purpose.

B.       Party B shall not, in whole or in part, have the Premises subleased,
     transferred, mortgaged to any third party, or in any other way provided for
     use by any third party. Any subsidiary company owned by Party B is not
     subject to the limits.

C.       Party B shall not use the Premises for operating businesses relating to
     tax evasion, contraband trading or other illegal use, nor for storing
     hazardous articles that will cause public danger. Party B shall be
     answerable and responsible for the consequence of any breach of Ordinances,
     if any; Party A shall be exempted from such liability therefrom.

D.       Public facilities and areas of this Building, such as corridors, open
     spaces, parking lot, toilets, underground utility rooms, outdoor sidewalks
     on the first floor of this Building, and all other public areas including
     stairways, fire escapes, elevators, reservoirs and ambiences, etc., shall
     not be used for storing articles, living quarters, residence, or other
     activity by Party B. Leased Premises and other equipment, such as
     elevators, water supply and electricity meters, lighting, aluminum/glass
     made doors and windows, sanitary facilities, fire apparatuses,
     fire-blocking walls and other facilities of this Building shall be kept in
     good condition. equipment inside the Premises shall not be destroyed or
     privately established, indoor partitions and decoration of the Leased
     Premises by Party B are not subject to such limits..

E.       The specification signboard of all lessees is provided at a designated
     place in the lobby inside the first floor of this Building by Party A,
     Party B shall set up the Company logo or signboard in accordance with
     designated size and place provided by Party A.

F.       1) In the event that any damage in the leased Premises, such as
     air-conditioning equipment, water supply and wire pipes, doors, windows, RC
     structure, ceiling panels and/or associated construction is made due to
     force majeure or any causes for which Party B shall not be liable, Party A
     shall, basing on the obligation of a lessor, repair the damage as soon as
     possible. In case any damage in the leased Premises is made otherwise or
     regular replacement of hardware components or parts, such as water supply
     and drainage, power outlets/switches, lighting, glasses and lockers, or
     painting damage, etc., Party B shall be obligated to repair or compensate
     therefor at Party B's own costs.

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                           2) Party B may make alternations of partitions and/or
                  facilities in the Premises as Party B deems necessary;
                  construction work shall not damage the main structure, fire
                  apparatuses and the facilities of this Building and such
                  amendment shall be at Party B's own costs.

                           3) Party B shall not erect illegal additions,
                  structures, et cetera on the Premises.

                           4) If Party B shall make alternations of water
                  supply, electricity and air-conditioning equipment in the
                  leased Premises, Party B needs to make such request to Party A
                  by submitting plan(s) for approval. Only after Party A
                  releases written approval and the administration office of
                  this Building is well informed, can construction work begin;
                  upon the completion of construction work, related charts shall
                  be placed on file by Party A. The usage of water supply,
                  electricity and air-conditioning after alternations shall not
                  be more than the total electric load in the leased Premises.
                  All expenses involved in design, amendment, and construction
                  shall be borne by Party B. If any damage is made by Party B,
                  his agents, or his employees by negligence or intention, thus
                  causing loss to Party A and other lessees in the Premises,
                  Party B shall be fully responsible for compensating such
                  damage or loss.

         5) If amendment of facilities, such as wires, pipes and equipment
            completed by Party B fails to pass building safety
            inspections, Party B shall be fully responsible for the
            improvement in the leased Premises in accordance with building
            safety standards and passing the requirements of building
            safety inspections. Such expenses shall be at Party B's own
            costs.

         6) If Party B desires to install associated security system and
            equipment in the leased Premises, Party B shall make such
            request to the administration office of this Building in
            writing. Only after Party A evaluates that the plan shall not
            influence the Building security system, can the security
            system and equipment be established.

G.       Party B shall not use the Premises to engage in the transactions of
     direct sales, futures, nor as a negotiable securities transactions business
     house, nor as an investment company, which absorbs private funds, nor for
     raising dogs or other animals.

9.   Special Agreements :

A.       The leased Premises belongs to the Third Categorized Industrial
     District([ ] [ ] [ ] [ ] [ ][ ]) under "Land Use Districts of Taipei
     County([ ][ ][ ][ ][ ][ ][ ][ ][ ])", it is expressly understood that Party
     B shall follow the regulations of the land use districts.

B.       The house tax and land value tax of the Premises shall be borne by
     Party A; whereas the expenses involved in taxes payable for business
     operations and income tax owing to the leased Premises included in the rent
     shall be borne by Party B.

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C.       Party B shall be liable for the expenses involved in water supply,
     electricity, air-conditioning and building administration of the Premises
     prescribed in Article 5 of this Lease following the date of delivering the
     leased Premises from Party A to Party B.

D.       In the event that Party B fails to pay the rent payable, the charges
     for water supply and electricity consumption and other expenses in
     accordance with this Agreement, Party A shall terminate water and
     electricity supplies, whereupon Party B shall have no objection.

E.       The either party may, during the period of this Lease, terminate this
     Lease by giving a written notice to the other party at least three months
     in advance. In addition to paid rent of that month(within a month shall be
     deemed as a whole month), the Lease shall be terminated at the end of the
     subsequent three months as mentioned and the rent checks paid in advance
     before being cashed shall be paid back to Party B by Party A after Party B
     vacates and surrenders the Premises.

F.       In the event that Party B violates any provisions of this Lease and
     fails to improve within a certain time limit upon a written notification
     given by Party A, Party A shall terminate the Lease and demand Party B to
     vacate and surrender the Premises within a certain time limit. Thereupon
     Party B shall surrender the Premises to Party A and the rent paid in
     advance shall not be returned back to Party B, in addition, Party B shall
     pay to Party A a compensation of a sum equal to three months of rent on the
     time of such termination.

G.       Upon expiration or termination of this Lease, Party B shall restore the
     Premises to the original condition, vacate and surrender the Premises to
     Party A and clear the Premise of decoration and waste material. Any article
     left inside the Premises, such as signboard, logo or partitions, etc.,
     prescribed in Article 8 of this Lease shall be deemed to be abandoned at
     the disposal of Party A as waste, and such expenses shall be borne by Party
     B. Party A may deduct from the rental deposit or pursue Party B's guarantee
     for such expenses, to which Party B and Party B's guarantee shall have no
     objection.

H.       When Party B surrenders the Premises to Party A, Party B shall not
     request for any moving cost or other expenses in any excuse, nor ask for
     the return of the rental deposit from Party A prior to the surrender of the
     Premises.

I.       Upon the expiration of the Lease term, in the event Party B delays or
     refuses to surrender the Premises if a new lease agreement is not executed,
     Party B shall be liable for a default penalty equivalent to one month of
     the rental after a delay of one month from the date of expiration. Party B
     shall pay a default penalty equivalent to two months of the rental adding
     to the penalty amount of the preceding month after delays of returning the
     Premises over two months from the date of expiration. After delays of
     returning the Premises over three months, another default penalty
     equivalent to a triple monthly rental shall be added to preceding amounts
     to be borne by Party B. In the event that Party B occupies the Premises
     over four months after the expiration of the Lease, Party B shall pay
     quintuple monthly rent on a monthly basis, in addition, vacate and
     surrender the Premises back to Party A as soon as possible.

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J.       Upon the expiration of this Lease, Party B shall take priority of
     leasing the Premises.

K.       If Party A desires to sell the leased Premises, Party B shall enjoy the
     right of preemption.

10.  Rights and Obligations : Party B shall use the Premises with the degree of
     care of a responsible administrator. If the Premises provided by Party A
     are damaged or destroyed by Party B, his agents, or his employees due to
     negligence or intention, Party B shall be fully responsible for
     compensating such damage or loss.

11.  Surrender of the Premises : upon expiration or termination of this Lease,
     Party B shall restore the leased Premises to the original condition, vacate
     and surrender the Premises to Party A and clear the Premise of decoration
     and waste material. Upon hand-over of all items in the leased Premises back
     to Party A without disputes, Party B shall settle rent payable, unpaid
     penalty and compensation for damages, if any; otherwise Party A shall
     deduct from the rental deposit, to which Party B shall have no objection.

12.  Supplemental Provisions :

A.       Points not mentioned in this Lease shall be handled in accordance with
     relevant regulations or mutual agreement by both parties. In case of any
     disputes arising from this Lease, both Parties agree that case shall be
     subject to the jurisdiction of Taipei District Court for the first trial of
     such lawsuit.

B.       This Lease shall be in duplicate and two copies, each Party shall hold
     an original and one copy, respectively, for record.

     The Parties :
     Lessor (Party A)      : Kan, Hung-Sen([ ] [ ] [ ])
     Responsible Person    : Kan, Hung-Sen([ ] [ ] [ ])
     Address               : 1 F, 109, Zheng-Da 2 Street, Wen Shan District,
                             Taipei City

     Lessee (Party B)      : Kid Castle Internet Technology Corporation
     Responsible person    : Wang, Kuo-An

     Business Uniform No.  : 70676630
     Address               : 8th Floor, No. 98, Ming-Chuan Road, Hsintien City,
                             Taipei County

     Date: February 19th, 2003