Exhibit 10.12


Agreement of Lease,  made as of this 22nd day of April 1997,  between RECKSON FS
LIMITED   PARTNERSHIP,   a  partnership  having  its  principal  office  at  225
Broadhollow Road, Melville,  New York 11747 party of the first part, hereinafter
referred to as OWNER,  and  LOGIMETRICS,  INC., with an address of 121-03 Dupont
Street, Plainview, New York 11803 party of the second part, hereinafter referred
to as TENANT,


Witnesseth:  Owner  hereby  leases to Tenant and Tenant  hereby hires from Owner
approximately  14,000  square feet of space as  indicated  as  cross-hatched  on
Exhibit ___ in the building containing approximately 28,000 square feet known as
50 Orville  Drive,  Bohemia,  New York for the term of seven (7) years (or until
such term shall sooner cease and expire as hereinafter  provided) to commence as
provided in Paragraph 80 in the Rider annexed hereto, and to end on the 31st day
of July two thousand and four, both dates inclusive, at an annual rental rate of
as set forth in the rider  annexed  hereto which Tenant  agrees to pay in lawful
money of the United  States  which shall be legal tender in payment of all debts
and  dues,  public  and  private,  at the  time of  payment,  in  equal  monthly
installments  in  advance  on the  first  day of each  month  during  said  term
contained  therein,  if any, at the office of Owner or such other place as Owner
may designate,  without any set off or deduction whatsoever,  except that Tenant
shall pay the first monthly  installment(s) on the execution hereof (unless this
lease be a renewal).

          The  parties  hereto,  for  themselves,   their  heirs,  distributees,
executors, administrators, legal representatives, successors and assigns, hereby
covenant as follows:

          1.  Occupancy:  Tenant shall pay the rent as above and as herein-after
provided.

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          2. Use:  Tenant shall use and occupy  demised  premises for  assembly,
distribution,  light  manufacturing  and testing of communication and electronic
equipment,   uses  ancillary  thereto  and  administrative   offices  associated
therewith,  provided such use is in accordance with the Certificate of Occupancy
for the building, if any, and for no other purpose.

3.  Alterations:  Tenant shall make no changes in or to the demised  premises of
any nature  without  Owner's  prior  written  consent which consent shall not be
unreasonably withheld or delayed. Subject to the prior written consent of Owner,
and in the  provisions of this  article,  Tenant at Tenant's  expense,  may make
alterations,  installations,  additions or improvements which are non-structural
and which do not affect utility services or plumbing and electrical lines, in or
to the interior of the demised  premises using  contractors  or mechanics  first
approved by Owner. Tenant shall, at its expense,  before making any alterations,
additions,  installments  or  improvements  obtain  all  permits,  approval  and
certificates required by any governmental or quasi-governmental bodies and (upon
completion)  certificates of final approval  thereof and shall deliver  promptly
duplicates of all such  permits,  approvals and  certificates  to Owner.  Tenant
agrees to carry and will cause Tenant's contractors and sub-contractors to carry
such workman's  compensation,  general  liability,  personal and property damage
insurance  as Owner may require.  If any  mechanic's  lien is filed  against the
demised  premises,  or the  building  of which the same  forms a part,  for work
claimed to have been done for,  materials  furnished to, Tenant,  whether or not
done  pursuant to this  article,  the same shall be  discharged by Tenant within
thirty days thereafter,  at Tenant's expense, by filing the bond required by law
or otherwise. All fixtures and all paneling, partitions, [garbled unintelligible
lauguage] and like installations,  installed in the premises at any time, either
by Tenant or by Owner on Tenant's behalf,  shall, upon installation,  become the
property of Owner and shall remain upon and be

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surrendered with the demised premises unless Owner, by notice to Tenant no later
than  twenty  days prior to the date  fixed as the  termination  of this  lease,
elects to  relinquish  Owner's right thereto and to have them removed by Tenant,
in which  event the same shall be removed  from the  demised  premises by Tenant
prior to the  expiration  of the lease,  at  Tenant's  expense.  Nothing in this
Article shall be construed to give Owner title to or to prevent Tenant's removal
of trade fixtures,  moveable office furniture and equipment, but upon removal of
any such from the  premises  or upon  removal of other  installations  as may be
required by Owner,  Tenant  shall  immediately  and at its  expense,  repair and
restore the premises to the condition  existing prior to installation and repair
any damage to the demised  premises or the  building  due to such  removal.  All
property  permitted or required to be removed,  by Tenant at the end of the term
remaining in the premises after Tenant's  removal shall be deemed  abandoned and
may, at the election of Owner, either be retained as Owner's property or removed
from the premises by Owner, at Tenant's expense.

          4.  Repairs:  Subject  to the  provisions  of  Article 50 of the Rider
annexed  hereto,  Owner shall maintain and repair the exterior of and the public
portions of the building.  Tenant shall, throughout the term of this lease, take
good  care  of  the  demised  premises  including  the  bathrooms  and  lavatory
facilities  the windows and window  frames and, the  fixtures and  appurtenances
therein and at Tenant's sole cost and expense  promptly make all repairs thereto
and to the building,  whether structural or non-structural in nature,  caused by
or resulting from the  carelessness,  omission,  neglect or improper  conduct of
Tenant, Tenant's servants, employees, invitees, or licensees, and whether or not
arising from such Tenant conduct or omission,  when required by other provisions
of this lease,  including  Article 6. Tenant shall also repair all damage to the
building  and the demised  premises  caused by the moving 

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of Tenant's fixtures, furniture or equipment. All the aforesaid repairs shall be
of quality or class equal to the original work or construction. If Tenant fails,
after ten days notice, to proceed with due diligence to make repairs required to
be made by Tenant,  the same may be made by the Owner at the  expense of Tenant,
and the expenses thereof  incurred by Owner shall be collectible,  as additional
rent, after rendition of a bill or statement  therefor.  If the demised premises
be or become infested with vermin, Tenant shall, at its expense,  cause the same
to be  exterminated.  Tenant  shall give Owner  prompt  notice of any  defective
condition in any plumbing,  heating  system or  electrical  lines located in the
demised  premises and  following  such notice,  Owner shall remedy the condition
with due diligence, but at the expense of Tenant, if repairs are necessitated by
damage or injury attributable to Tenant, Tenant's servants,  agents,  employees,
invitees or licensees as aforesaid. Except as specifically provided in Article 9
or  elsewhere  in this lease,  there shall be no  allowance  to the Tenant for a
diminution  of rental  value and no  liability on the part of Owner by reason of
inconvenience,  annoyance or injury to business  arising  from Owner,  Tenant or
others  making  or  failing  to make  any  repairs,  alterations,  additions  or
improvements in or to any portion of the building or the demised  premises or in
and to the fixtures,  appurtenances or equipment thereof. The provisions of this
Article 4 with  respect to the making of repairs  shall not apply in the case of
fire or other casualty with regard to which Article 9 hereof shall apply.

          5.  Window  Cleaning:  Tenant  will not  clean  nor  require,  permit,
[garbled unintelligble  language] or allow any window in the demised premises to
be cleaned  from the outside in  violation  of Section 202 of the New York State
Labor Law or any other  applicable law or of the Rules of the Board of Standards
and Appeals, or of any other Board or body having or asserting jurisdiction.

          6.  Requirements  of Law, Fire  Insurance,  Floor Loads:  Prior to the
commencement  of the lease  term,  if Tenant is then in  possession,  and at all
times  thereafter,  

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Tenant  shall,  at  Tenant's  sole cost and  expense,  promptly  comply with all
present and future laws, orders and regulations of all state, federal, municipal
and local governments,  departments, commissions and boards and any direction of
any public officer pursuant to law, and all orders, rules and regulations of the
New York Board of Fire  Underwriters,  or the Insurance  Services Office, or any
similar  body  which  shall  impose any  violation,  order or duty upon Owner or
Tenant  with  respect to the  demised  premises,  whether or not  arising out of
Tenant's use or manner of use  thereof,  or, with  respect to the  building.  If
arising  out of  Tenant's  use or manner of use of the  demised  premises or the
building  (including the use permitted  under the lease).  Except as provided in
Article  30 hereof,  nothing  herein  shall  require  Tenant to make  structural
repairs or  alterations  unless  Tenant has, by its manner of use of the demised
premises or method of operation  therein,  violated  any such laws,  ordinances,
orders,  rules,  regulations or requirements with respect thereto.  Tenant shall
not do or permit any act or thing to be done in or to the demised premises which
is  contrary  to law, or which will  invalidate  or be in  conflict  with public
liability, fire or other policies of insurance at any time carried by or for the
benefit of Owner.  Tenant shall not keep anything in the demised premises except
as  now  or  hereafter   permitted  by  the  Fire  Department,   Board  of  Fire
Underwriters,  Fire Insurance  Rating  Organization  and other authority  having
jurisdiction,  and  then  only in such  manner  and such  quantity  so as not to
increase the rate for fire  insurance  applicable to the  building,  nor use the
premises in a manner which will increase the insurance  rate for the building or
any property  located  therein over that in effect prior to the  commencement of
Tenant's  occupancy.  If by reason of failure to comply with the  foregoing  the
fire  insurance  rate  shall,  at the  beginning  of  this  lease  or  any  time
thereafter,  be higher than it otherwise  would be, then Tenant shall  reimburse
Owner,  as  additional  rent  hereunder,  for that portion of all the  insurance
premiums  thereafter paid by Owner which shall

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have been charged because of such failure by Tenant. In any action or proceeding
wherein  Owner and Tenant are  parties,  a schedule or "make-up" or rate for the
building  or  demised  premises  issued by a body  making  the  insurance  rates
applicable  to said premises  shall be conclusive  evidence of the facts therein
stated and of the  several  items and charges in the fire  insurance  rates then
applicable to said premises. Tenant shall not place a load upon any floor of the
demised  premises  exceeding  the floor load per  square  foot area which it was
designed  to carry and which is  allowed  by law.  Owner  reserves  the right to
prescribe the weight and position of all safes, business machines and mechanical
equipment.  Such  installations  shall be placed and  maintained  by Tenant,  at
Tenant's expense, in settlings  sufficient,  in Owner's judgment,  to absorb and
prevent vibration, noise and annoyance.

          7. Subordination:  This lease is subject and subordinate to all ground
or underlying leases and to all mortgages which may now or hereafter affect such
leases or the real  property  of which  demised  premises  are a part and to all
renewals, modifications, consolidations, replacements and extensions of any such
underlying  leases and  mortgages.  This clause shall be  self-operative  and no
further  instrument  or  subordination  shall  be  required  by  any  ground  or
underlying lessor or by any mortgagee,  affecting any lease or the real property
of which the demised premises are a part. In confirmation of such subordination,
Tenant shall execute promptly any certificate that Owner may request.

          8. Property - Loss,  Damage,  Reimbursement,  Indemnity:  Owner or its
agents  shall not be liable for any  damages to  property of Tenant or of others
entrusted  to  employees  of the  building,  nor for  loss of or  damage  to any
property  of  Tenant  by theft or  otherwise,  not for any  injury  or damage to
persons or property resulting from any cause of whatsoever nature, unless caused
by or due in the negligence of Owner, its agents,  servants or employees;  Owner
or its  agents  shall not be liable for any  damage  caused by other  tenants or
persons in, upon or about said building or caused by operations in connection of
any  private,  public or  quasi-public  work.  If at any time any windows of the
demised premises are temporarily closed,  darkened or bricked up (or permanently
closed,  darkened or bricked  up, if required by law) for any reason  whatsoever
including,  but not limited to Owner's  own acts,  Owner shall not be liable for
any damage  Tenant may sustain  thereby and Tenant  shall not be entitled in any
compensation  therefor nor  abatement or  diminution  of rent nor shall the same
release Tenant from its obligations hereunder nor constitute an eviction. Tenant
shall  indemnify  and save  harmless  Owner  against  and from all  liabilities,
obligations,  damages,  penalties,  claims,  costs and  expenses for which Owner
shall not be reimbursed  by insurance,  including  reasonable  attorney's  fees,
paid, suffered or incurred as a result of any breach by Tenant, Tenant's agents,
contractors,  employees, invitees, or licensees, of any covenant or condition of
this lease, or the  carelessness,  negligence or improper conduct of the Tenant,
Tenant'  agents,  contractors,   employees,  invitees  or  licensees.  Tenant'
liability  under this lease extends to the acts and omissions of any sub-tenant,
and any agent, contractor,  employee,  invitee or licensee of any sub-tenant. In
case any action or  proceeding  is brought  against  Owner by reason of any such
claim, Tenant, upon written notice from Owner, will, at Tenant' expense, resist
or defend such  action or  proceeding  by counsel  approved by Owner in writing,
such approval not to be unreasonably withheld.

          9. Destruction,  Fire and Other Casualty:  (a) If the demised premises
or any part  thereof  shall be damaged by fire or other  casualty,  Tenant shall
give  immediate  notice  thereof to Owner and this lease shall  continue in full
force and effect except as hereinafter  set forth.  (b) If the demised  premises
are partially damaged or rendered  partially unusable by fire or other casualty,
the  damages  thereto  shall be  repaired by and at the expense of Owner and the
rent, until

<PAGE>

such repair shall be substantially completed,  shall be apportioned from the day
following  the casualty  according to the part of the premises  which is usable.
(c) If the demised  premises are totally  damaged or rendered wholly unusable by
fire or other casualty,  then the rent shall be  proportionately  paid up to the
time of the  casualty  and  thenceforth  shall  cease  until  the date  when the
premises  shall have been  repaired  and  restored by Owner,  subject to Owner's
right to elect  not to  restore  the same as  hereinafter  provided.  (d) If the
demised  premises  are tendered  wholly  unusable or (whether or not the demised
premises  are damaged in whole or in part) if the  building  shall be so damaged
that Owner shall  decide to demolish it or to rebuild it,  then,  in any of such
events,  Owner may elect to  terminate  this lease by written  notice to Tenant,
given  within 90 days after  such fire or  casualty,  specifying  a date for the
expiration  of the  lease,  which  date shall not be more than 60 days after the
giving of such  notice,  and upon the date  specified in such notice the term of
this lease shall  expire as fully and  completely  as if such date were the date
set forth above for the  termination  of this lease and Tenant  shall  forthwith
quit,  surrender and vacate the premises without  prejudice  however,  to Owner'
rights and remedies against Tenant under the lease provisions in effect prior to
such  termination,  and any rent  owing  shall  be paid up to such  date and any
payments of rent made by Tenant  which were on account of any period  subsequent
to such date shall be returned to Tenant. Unless Owner shall serve a termination
notice as  provided  for herein,  Owner shall make the repairs and  restorations
under the  conditions  of (b) and (c) hereof,  with all  reasonable  expedition,
subject to delays due to  adjustment  of insurance  claims,  labor  troubles and
causes beyond Owner's control.  After any such casualty,  Tenant shall cooperate
with Owner's restoration by removing from the premises as promptly as reasonably
possible,   all  of  Tenant's  salvageable   inventory  and  movable  equipment,
furniture, and other property. Tenant's liability for rent shall resume five (5)
days after written notice from Owner that the premises are  substantially  ready
for Tenant's occupancy.  Tenant 

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acknowledges  that Owner will not carry insurance on Tenant's  furniture  and/or
furnishings  or  any  fixtures  or  equipment,  improvements,  or  appurtenances
removable  by Tenant and agrees that Owner will not be  obligated  to repair any
damage  thereto or replace the same.  (f) Tenant hereby waives the provisions of
Section  227 of the Real  Property  Law and agrees that the  provisions  of this
article shall govern and control in lieu thereof.

          10. Eminent  Domain:  If the whole or any material part of the demised
premises  shall be acquired  or  condemned  by Eminent  Domain for any public or
quasi-public  use or  purpose,  then and in that  event,  the term of this lease
shall cease and terminate from the date of title vesting in such  proceeding and
Tenant shall have no claim for the value of any unexpired term of said lease.

          12. Electric  Current:  Rates and conditions in respect to submetering
or rent  inclusion,  as the case may be, to be added in RIDER  attached  hereto.
Tenant  covenants and agrees that at all times its use of electric current shall
not exceed the  capacity of existing  [garbled  unintelligible  language] to the
building or the  [garbled  unintelligble  language] or wiring  installation  and
Tenant  may  not  use  any  electrical  equipment  which,  in  Owner's  opinion,
reasonably exercised, will overload such Installations or interfere with the use
thereof  by  other  tenants  of the  building.  The  change  at any  time of the
character of electric  service shall in no wise make Owner liable or responsible
to Tenant, for any loss, damages or expenses which Tenant may sustain.

          13. Access to Premises:

          Owner or  Owner's  agents  shall  have the  right  (but  shall  not be
obligated) to enter the demised  premises in any emergency at any time,  and, at
other  reasonable  times,  to  examine  the  same  and  to  make  such  repairs,
replacements  and  improvements  as Owner  may  deem  necessary  and  reasonably
desirable  to any portion of the building on which Owner may elect to perform in
the premises  after  Tenant's  failure to make repairs or perform any work which
Tenant is obligated

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to  perform  under  this  lease,  or for the  purpose  of  complying  with laws,
regulations  and other  directions  of  governmental  authorities.  Tenant shall
permit Owner to use and  maintain and replace  pipes and conduits in and through
the  demised  premises  and to erect new pipes and  conduits  therein  provided,
wherever  possible,  they are within  walls or otherwise  concealed.  Owner may,
during the  progress of any work in the  demised  premises,  take all  necessary
materials and  equipment  into said premises  without the same  constituting  an
eviction  nor shall the Tenant be entitled to any  abatement  of rent while such
work is in  progress  not to any  damages by reason of loss or  interruption  of
business or otherwise.  Throughout the term hereof Owner shall have the right to
enter the demised  premises at  reasonable  hours for the purpose of showing the
same to prospective purchases or mortgagees of the building, and during the last
six  months  of the term for the  purpose  of  showing  the same to  prospective
tenants and may,  during said six months  period,  place upon the  premises  the
usual  notices  "To Let" and "For Sale" which  notices  Tenant  shall  permit to
remain thereon without molestation.  If Tenant is not present to open and permit
an entry into the premises,  Owner or Owner's agents may enter the same whenever
such  entry may be  necessary  or  permissible  by master  key or  forcibly  and
provided reasonable care is exercised to safeguard Tenant's property, such entry
shall not render Owner or its agents liable therefor, nor in any event shall the
obligations  of Tenant  hereunder be  affected.  If during the last month of the
term Tenant shall have  removed all or  substantially  all of Tenant's  property
therefrom.  Owner may  immediately  enter,  alter,  renovate or  redecorate  the
demised premises without limitation or abatement of rent, or incurring liability
to Tenant for any  compensation  and such act shall have no effect on this lease
or Tenant's obligations hereunder.

          14. Vault, Vault Space, Areas: No vaults, vault space or area, whether
or not  enclosed or covered,  not within the  property  line of the  building is
leased hereunder,  anything 

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contained  in or  indicated  on any  sketch,  blue  print or plan,  or  anything
contained elsewhere in this lease to the contrary  notwithstanding.  Owner makes
no representation  as to the location of the property line of the building.  All
vaults and vault  space and all such areas not within the  property  line of the
building,  which  Tenant may be permitted  to use and/or  occupy,  is to be used
and/or occupied under a revocable  license,  and if any such license be revoked,
or if the amount of such space or area be diminished or required by any federal,
state or municipal  authority or public  utility,  Owner shall not be subject to
any liability nor shall Tenant be entitled to any compensation or elimination or
abatement of rent,  nor shall such  revocation,  diminution  or  requisition  be
deemed  constructive  or actual  eviction.  Any tax,  fee or charge of municipal
authorities  for such vault or area shall be paid by Tenant,  if used by Tenant,
whether or not specifically leased hereunder.

          15.  Occupancy:  Tenant will not at any time use or occupy the demised
premises in violation of the certificate of occupancy issued for the building of
which the demised  premises are a part.  Tenant has  inspected  the premises and
accepts them as is, subject to the riders annexed hereto with respect to Owner's
work, if any. In any event,  except as specifically  provided  elsewhere in this
Lease,  Owner makes no  representation  as to the  condition of the premises and
Tenant  agrees to accept  the same  subject  to  violations,  whether  or not of
record.  If any governmental  license or permit shall be required for the proper
and lawful conduct of Tenant's  business,  Tenant shall be  responsible  for and
shall procure and maintain such license or permit.

          16.  Bankruptcy:  (a) Anything elsewhere in this lease to the contrary
notwithstanding,  this  lease may be  canceled  by Owner by sending of a written
notice to Tenant within a reasonable time after the happening of any one or more
of the following  events:  (1) the commencement of a case in bankruptcy or under
the laws of any state naming  Tenant as the 

<PAGE>

debtor;  or (2) the making by Tenant of an assignment  or any other  arrangement
for the benefit of creditors  under any state  statute.  Neither  Tenant nor any
person claiming through or under Tenant, or by reason of any statute or order of
court,  shall  thereafter be entitled to possession of the premises  demised but
shall forthwith quit and surrender the premises. If this lease shall be assigned
in  accordance  with its  terms,  the  provisions  of this  Article  16 shall be
applicable only to the party then owning Tenant's interest in this lease.

          (b) It is stipulated  and agreed that in the event of the  termination
of this lease pursuant to (a) hereof, Owner shall forthwith  notwithstanding any
other  provisions  of this lease to the  contrary,  be entitled to recover  from
Tenant as and for liquidated  damages an amount equal to the difference  between
the rental reserved  hereunder for the unexpired portion of the term demised and
the fair  and  reasonable  rental  value of the  demised  premises  for the same
period.  In  the  computation  of  such  damages  the  difference   between  any
installment of rent becoming due hereunder after the date of termination and the
fair and  reasonable  rental  value of the demised  premises  for the period for
which  such  installment  was  payable  shall  be  discounted  to  the  date  of
termination at the rate of four percent (4%) per annum.  If such premises or any
part thereof be relet by the Owner for the unexpired term of said lease,  or any
part thereof,  before  presentation of proof of such  liquidated  damages in any
court,  commission or tribunal,  the amount of rent reserved upon such reletting
shall be deemed to be the fair and  reasonable  rental value for the part or the
whole of the  premises  so re-let  during  the term of the  re-letting.  Nothing
herein  contained  shall limit or prejudice  the right of the Owner to prove for
and obtain as liquidated damages by reason of such termination,  an amount equal
to the maximum allowed by any statute or rule of law in effect at the time when,
and governing the proceedings in which,  such damages are to be 

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proved, whether or not such amount be greater, equal to, or less than the amount
of the difference referred to above.

          17.  Defaults:  (1)  If  Tenant  defaults  in  fulfilling  any  of the
covenants  of this lease  other than the  covenants  for the  payment of rent or
additional  rent; or if the demised  premises  becomes vacant or deserted "or if
this  lease  be  rejected  under  Section  365  of  Title  11 of the  U.S.  Code
(bankruptcy  code);" or if any execution or attachment  shall be issued  against
Tenant or any of Tenant's property whereupon the demised premises shall be taken
or occupied by someone  other than Tenant or if Tenant shall have failed,  after
thirty (30) days  written  notice,  to  redeposit  with Owner any portion of the
security deposited  hereunder which Owner has applied to the payment of any rent
and additional rent due and payable  hereunder;  then in any one or more of such
events,  upon  Owner  serving a written  thirty  (30) days  notice  upon  Tenant
specifying  the nature of said  default and upon the  expiration  of said thirty
(30) days, if Tenant shall have failed to comply with or remedy such default, or
if the said default or omission complained of shall be of a nature that the same
cannot be completely cured or remedied with said thirty (30) day period,  and if
Tenant  shall not have  diligently  commenced  during such  default  within such
thirty (30) day period,  and shall not thereafter with reasonable  diligence and
in good faith,  proceed to remedy or cure such  default,  then Owner may serve a
written three (3) days' notice of  cancellation  of this lease upon Tenant,  and
upon the  expiration  of said three (3) days this lease and the term  thereunder
shall end and expire as fully and  completely as if the expiration of such three
(3) day period were the day herein  definitely  fixed for the end and expiration
of this lease and the term thereof and Tenant shall then quit and  surrender the
demised  premises  to Owner  but  Tenant  shall  remain  liable  as  hereinafter
provided.

<PAGE>

          (2) If the notice  provided  for in (1) hereof  shall have been given,
and the term shall expire as  aforesaid;  or if Tenant shall make default in the
payment  of the rent  reserved  herein  of any item of  additional  rent  herein
mentioned or any part of either or in making any other payment herein  required;
then and in any of such events  Owner may without  notice,  re-enter the demised
premises  either  by  force or  otherwise,  and  dispossess  Tenant  by  summary
proceedings  or  otherwise,  and the  legal  representative  of  Tenant or other
occupant  demised  premises and remove their effects and hold the premises as if
this lease had not been made,  and Tenant hereby waives the service of notice of
intention to re-enter or to institute  legal  proceedings to that end. If Tenant
shall make default  hereunder prior to the date fixed as the commencement of any
renewal or extension of this lease,  Owner may cancel and terminate such renewal
or extension agreement by written notice.

          18.  Remedies of Owner and Waiver of  Redemption:  In case of any such
default,  re-entry,  expiration  and/or  dispossess  by summary  proceedings  or
otherwise,  (a) the rent, and additional rent, shall become due thereupon and be
paid up to the time of such re-entry,  dispossess and/or  expiration,  (b) Owner
may  re-let the  premises  or any part or parts  thereof,  either in the name of
Owner or  otherwise,  for a term or terms,  which may at Owner's  option be less
than or exceed the period which would otherwise have  constituted the balance of
the term of this lease and may grant concessions or free rent or charge a higher
rental  than that in this  lease,  (c)  Tenant or the legal  representatives  of
Tenant shall also pay Owner as  liquidated  damages for the failure of Tenant to
observe and perform said Tenant's  covenants  herein  contained,  any deficiency
between  the  rent  hereby  reserved  and or  covenanted  to be paid and the net
amount,  if any, of the rents  collected on account of the  subsequent  lease or
leases  of the  demised  premises  for each  month  of the  period  which  would
otherwise have constituted the balance of the term of 

<PAGE>

this  lease.  The  failure of Owner to re-let the  premises or any part or parts
thereof shall not release or affect Tenant's liability for damages. In computing
such  liquidated  damages  there  shall be added  to the  said  deficiency  such
expenses  as  Owner  may  incur  in  connection  with  re-letting  such as legal
expenses,  attorneys' fees,  brokerage,  advertising and for keeping the demised
premises  in good  order or for  preparing  the same  for  re-letting.  Any such
liquidated  damages shall be paid in monthly  installments by Tenant on the rent
day  specified  in this lease and any suit  brought to collect the amount of the
deficiency  for any month shall not  prejudice in any way the rights of Owner to
collect the deficiency for any subsequent month by a similar proceeding.  Owner,
in  putting  the  demised  premises  in good  order  or  preparing  the same for
re-rental may, at Owner's option, make such alterations,  repairs, replacements,
and/or  decorations in the demised  premises as Owner, in Owner's sole judgment,
considers  advisable and  necessary  for the purpose of  re-letting  the demised
premises,  and the making of such  alterations,  repairs,  replacements,  and/or
decorations  shall not operate or be construed to release  Tenant from liability
hereunder as aforesaid.  Owner shall in no event be liable in any way whatsoever
for  failure to re-let the  demised  premises,  or in the event that the demised
premises  are  re-let,  for  failure  to  collect  the rent  thereof  under such
re-letting,  and in no event shall Tenant be entitled to receive any access,  if
any,  of such net  rents  collected  over the sum  payable  by  Tenant  to Owner
hereunder. In the event of a breach or threatened breach by Tenant of any of the
covenants or provisions hereof, Owner shall have the right of injunction and the
right to invoke any remedy  allowed at law or in equity as if re-entry,  summary
proceedings  and other  remedies were not herein  provided  for.  Mention in the
lease of any particular remedy,  shall not preclude Owner from any other remedy,
in law or in  equity.  Tenant  hereby  expressly  waives  any and all  rights of
redemption granted by or under any present or future laws.

<PAGE>

          19. Fees and Expenses:  If Tenant shall  default in the  observance or
performance of any term or covenant on Tenant's part to be observed or performed
under or by virtue  of any of the terms or  provisions  in any  article  of this
lease beyond the expiration of all applicable  cure periods  provided herein for
the cure thereof then, unless otherwise  provided elsewhere in this lease, Owner
may  immediately  or at any time  thereafter  and  without  notice  perform  the
obligation of Tenant  thereunder.  If Owner, in connection with the foregoing or
in connection  with any default by Tenant in the covenant to pay rent hereunder,
makes any  expenditures  or incurs  any  obligations  for the  payment of money,
including but not limited to attorney's  fees, in  instituting,  prosecuting  or
defending any action or  proceedings,  then tenant will reimburse Owner for such
sums so paid or  obligations  incurred  with  interest and costs.  The foregoing
expenses incurred by reason of Tenant's default shall be deemed to be additional
rent  hereunder  and shall be paid by Tenant  to Owner  within  five (5) days of
rendition of any bill or statement to Tenant  therefor.  If Tenant's  lease term
shall have  expired at the time of making of such  expenditures  or incurring of
such obligations, such sums shall be recoverable by Owners as damages.

          20. Building Alterations and Management: Owner shall have the right at
any time  without  the same  constituting  an  eviction  and  without  incurring
liability to Tenant therefor to change the arrangement and/or location of public
entrances,  passageways,  doors, doorways, corridors, elevators, stairs, toilets
or other  public  parts of the  building  and to  change  the  name,  number  or
designation  by which the building may be known.  There shall be no allowance to
Tenant for  diminution  of rental value and no liability on the part of Owner by
reason of  inconvenience,  annoyance or injury to business arising from Owner or
other  Tenant  making  any  repairs  in the  building  or any such  alterations,
additions and improvements. Furthermore, Tenant shall not have any claim against
Owner by reason of Owner's imposition of any controls of the 

<PAGE>

manner of access to the building by Tenant's social or business  visitors as the
Owner may deem  necessary  for the security of the  building and its  occupants.
Such building  alterations shall not materially affect Tenant's rights hereunder
and  Owner  hereby  agrees  to  use  its  reasonable  efforts  to  minimize  its
interference with the operation of Tenant's business at the demised premises.

          21. No  Representations  by Owners:  Except as  specifically  provided
elsewhere  in this  Lease,  neither  Owner  nor  Owner's  agents  have  made any
representations  or  promises  with  respect to the  physical  condition  of the
building,  the land upon which it is erected or the demised premises, the rents,
leases,  expenses of operation or any other matter or thing affecting or related
to the demised premises or the building except as herein expressly set forth and
no rights,  easements  or  licenses  are  acquired by Tenant by  implication  or
otherwise except as expressly set forth in the provisions of this lease.  Tenant
has inspected the building and the demised premises and is thoroughly acquainted
with their  condition and agrees to take the same "as is" on the date possession
is  tendered  and  acknowledges  that the taking of  possession  of the  demised
premises by Tenant shall be  conclusive  evidence that the said premises and the
building of which the same form a part were in good and  satisfactory  condition
at the time such  possession  was so taken,  except  as to latent  defects.  All
understandings  and  agreements  heretofore  made between the parties hereto are
merged  in this  contract,  which  alone  fully  and  completely  expresses  the
agreement  between Owner and Tenant and any executory  agreement  hereafter made
shall be ineffective to change, modify, discharge or effect an abandonment of it
in whole or in part, unless such executory agreement is in writing and signed by
the party against whom  enforcement  of the change,  modification,  discharge or
abandonment is sought.

          22. End of Term: Upon the expiration or other  termination of the term
of this lease,  Tenant shall quit and  surrender to Owner the demised  premises,
broom clean, in good order and condition, ordinary wear and damages which Tenant
is not  required to repair as provided 

<PAGE>

elsewhere in this lease excepted,  and Tenant shall remove all its property from
the demised  premises.  Tenant's  obligation to observe or perform this covenant
shall survive the expiration or other termination of this lease. If the last day
of the term of this lease or any renewal  thereof,  falls on Sunday,  this lease
shall expire at noon on the preceding  Saturday  unless it be a legal holiday in
which case it shall expire at noon on the preceding business day.

          23. Quiet Enjoyment:  Owner covenants and agrees with Tenant that upon
Tenant paying the rent and additional  rent and observing and performing all the
terms, covenants and conditions,  on Tenant's part to be observed and performed,
Tenant may  peaceably and quietly enjoy the premises  hereby  demised,  subject,
nevertheless,  to the terms and  conditions  of this  lease  including,  but not
limited to,  Article 34 hereof and to the ground leases,  underlying  leases and
mortgages hereinbefore mentioned.

          24. Failure to Give Possession:  If Owner is unable to give possession
of the demised  premises  on the date of the  commencement  of the term  hereof,
because  of  the  holding  over  or  retention  of  possession  of  any  tenant,
undertenant  or occupants  or if the demised  premises are located in a building
being constructed,  because such building has not been sufficiently completed to
make the premises  ready for occupancy or because of the fact that a certificate
of  occupancy  has not been  procured  or if Owner  has not  completed  any work
required to be performed by Owner,  or for any other reason,  Owner shall not be
subject to any  liability  for failure to give  possession  on said date and the
validity of the lease shall not be impaired under such circumstances,  nor shall
the same be construed in any wise to extend the term of this lease, but the rent
payable  hereunder  shall be  abated  (provided  Tenant is not  responsible  for
Owner's  inability to obtain  possession  or complete any work  required)  until
after Owner shall have given Tenant  notice that the premises are  substantially
ready for Tenant's occupancy. If permission is given to 

<PAGE>


Tenant  to enter  into the  possession  of the  demised  premises  or to  occupy
premises  other than the demised  premises  prior to the date  specified  in the
commencement  of the term of this lease.  Tenant  covenants and agrees that such
occupancy shall be deemed to be under all the terms,  covenants,  conditions and
provisions of this lease,  except as to the covenant to pay rent. The provisions
of this  article  are  intended  to  constitute  "an  express  provision  to the
contrary" within the meaning of Section 233-a of the New York Real Property Law.

          25. No Waiver:  The failure of Owner to seek redress for violation of,
or to insist upon the strict  performance  of any  covenant or condition of this
lease or of any of the Rules or Regulations,  set forth or hereafter  adopted by
Owner,   shall  not  prevent  a  subsequent  net  which  would  have  originally
constituted  a  violation  from  having all the force and effect of an  original
violation.  The  receipt  by Owner of rent with  knowledge  of the breach of any
covenant  of this  lease  shall  not be deemed a waiver  of such  breach  and no
provision of this lease shall be deemed to have been waived by Owner unless such
waiver be in writing  signed by Owner.  No payment by Tenant or receipt by Owner
of a lesser amount than the monthly rent herein stipulated shall be deemed to be
other than on account of the earliest stipulated rent, nor shall any endorsement
or  statement  of any check or any letter  accompanying  any check or payment as
rent be deemed an accord and  satisfaction,  and Owner may accept  such check or
payment  without  prejudice to Owner's right to recover the balance of such rent
or pursue any other remedy in this lease provided.  All checks tendered to Owner
as and for the rent of the demised  premises  shall be deemed  payments  for the
account of Tenant.  Acceptance  by Owner of rent from  anyone  other than Tenant
shall not be deemed to  operate as an  attornment  to Owner by the payer of such
rent or as a consent by Owner to an  assignment  or  subletting by Tenant of the
demised  premises to such payer,  or as a modification of the provisions of this
lease.  No act or thing done by Owner or Owner's  agents  during the term hereby
demised  shall be deemed an  

<PAGE>

acceptance  of a surrender  of said  premises  and no  agreement  to accept such
surrender shall be valid unless in writing signed by Owner. No employee of Owner
or Owner's agent shall have any power to accept the keys of said premises  prior
to the  termination  of the lease and the  delivery of keys to any such agent or
employee  shall not operate as a termination  of the lease or a surrender of the
premises.

          26.  Waiver of Trial by Jury:  It is  mutually  agreed by and  between
Owner and Tenant that the  respective  parties  hereto  shall and they hereby do
waive trial by jury in any action,  proceeding or counterclaim brought by either
of the parties hereto against the other (except for personal  injury or property
damage) on any matters  whatsoever  arising out of or in any way connected  with
this lease, the  relationship of Owner and Tenant,  Tenant's use of or occupancy
of said premises,  and any emergency statutory or any other statutory remedy. It
is  further  mutually  agreed  that in the event  Owner  commences  any  summary
proceeding  for  possession  of the  premises,  Tenant  will not  interpose  any
counterclaim of whatever nature or description in any such proceeding.

          27.  Inability to Perform:  This lease and the obligation of Tenant to
pay rent  hereunder  and  perform  all of the  other  covenants  and  agreements
hereunder  on part of  Tenant  to be  performed  shall  in no wise be  affected,
impaired or excused  because  Owner is unable to fulfill any of its  obligations
under this lease or to supply or is delayed in supplying  any service  expressly
or  impliedly  to be supplied or is unable to make,  or is delayed in making any
repair,  additions,  alterations  or  decorations  or is  unable to supply or is
delayed in supplying  any equipment or fixtures if Owner is prevented or delayed
from so doing by  reason of strike  or labor  troubles  or any cause  whatsoever
beyond Owner's sole control including, but not limited to, government preemption
in  connection  with a  National  Emergency  or by reason of any rule,  order or
regulation 

<PAGE>
of any department or subdivision  thereof of any government  agency or by reason
of the conditions of supply and demand which have been or are affected by war or
other emergency.

          28. Bills and Notices:  Except as otherwise in this lease provided,  a
bill,  statement,  notice or communication which Owner may desire or be required
to give to  Tenant,  shall be  deemed  sufficiently  given or  rendered  it,  in
writing,  delivered to Tenant personally or sent by registered or certified mail
addressed to Tenant at the building of which the demised premises form a part or
at the last known residence address or business address of Tenant or left at any
of the aforesaid  premises addressed to Tenant, and the time of the rendition of
such bill or statement and the giving of such notice or  communication  shall be
deemed to be the time when the same is delivered to Tenant,  mailed,  or left at
the premises as herein provided. Any notice by Tenant to Owner must be served by
registered or certified mail addressed to Owner at the address first hereinabove
given or at such other address as Owner shall designate by written notice.

          29. Water Charges: If Tenant requires,  uses or consumes water for any
purpose  in  addition  to  ordinary  lavatory  purposes  (of which  fact  Tenant
constitutes  Owner to be the sole  judge)  Owner may  install a water  meter and
thereby measure  Tenant's water  consumption for all purposes.  Tenant shall pay
owner for the cost of the meter and the cost of the  installation,  thereof  and
throughout the duration of Tenant's  occupancy  Tenant shall keep said meter and
installation equipment in good working order and repair at Tenant's own cost and
expense  in default of which  Owner may cause  such  meter and  equipment  to be
replaced or repaired and collect the cost thereof  from  Tenant,  as  additional
rent.  Tenant  agrees to pay for water  consumed,  as shown on said meter as and
when bills are  rendered,  and on default in making such  payment  Owner may pay
such  charges and collect  the same from  Tenant,  as  additional  rent.  Tenant
covenants and agrees to pay, as additional  rent, the sewer rent,  charge or any
other tax, 

<PAGE>

rent, levy or charge which now or hereafter is assessed,  imposed or a lien upon
the demised premises or the realty of which they are part pursuant to law, order
or  regulation  made  or  issued  in  connection  with  the  use,   consumption,
maintenance or supply of water,  water system or sewage or sewage  connection or
system.  If the building or the demised premises or any part thereof is supplied
with  water  through  a meter  through  which  water is also  supplied  to other
premises Tenant shall pay to Owner, as additional rent, on the first day of each
month Tenant's  Proportionate  Share  (hereinafter  defined) % ($ ) of the total
meter charges as Tenant's  portion.  Independently  of and in addition to any of
the remedies reserved to Owner hereinabove or elsewhere in this lease, Owner may
sue for and  collect any monies to be paid by Tenant or paid by Owner for any of
the  reasons  or  purposes  hereinabove  set  forth.   Notwithstanding  anything
contained  herein to the contrary,  Tenant shall not be obligated to pay for any
additional  costs incurred in the event any other tenant uses the building water
supply for non-lavatory purposes.

          30.  Sprinklers:  Anything  elsewhere  in this  lease to the  contrary
notwithstanding, if the New York Board of Fire Underwriters or the New York Fire
Insurance Exchange or any bureau,  department or official of the federal,  state
or city government  recommend or require the  installation of a sprinkler system
or that any changes,  modifications,  alterations, or additional sprinkler heads
or other equipment be made or supplied in an existing sprinkler system by reason
of Tenant's business,  or the location of partitions,  trade fixtures,  or other
contents  of the  demised  premises,  or for any  other  reason,  or if any such
sprinkler system installations, modifications, alterations, additional sprinkler
heads or other such equipment,  become  necessary to prevent the imposition of a
penalty or charge against the full allowance for a sprinkler  system in the fire
insurance rate set by any said Exchange or by any fire insurance company, Tenant
shall, at Tenant's expense,  promptly make such sprinkler system  installations,
changes,  modifications,  alterations,  and supply additional sprinkler heads or
other  equipment as required  whether the work  involved  shall be 

<PAGE>

structural or non-structural in nature.  Tenant shall pay to Owner as additional
rent the sum of  Tenant's  Proportionate  Share on the first  day of each  month
during the term of this lease,  as Tenant's  portion of the  contract  price for
sprinkler supervisory service.

          33.  Captions:   The  Captions  are  inserted  only  as  a  matter  of
convenience and for reference and in no way define,  limit or describe the scope
of this lease nor the intent of any provision thereof.

          34. Definitions: The term "Owner" as used in this lease means only the
owner  of the fee or of the  leasehold  of the  building,  or the  mortgagee  in
possession, for the time being of the land and building (or the owner of a lease
of the building or of the land and building) of which the demised  premises form
a part,  so that in the event of any sale or sales of said land and  building or
of said lease,  or in the event of a lease of said building,  or of the land and
building,  the said Owner shall be and hereby is entirely  freed and relieved of
all covenants and  obligations  of Owner  hereunder,  and it shall be deemed and
construed  without further  agreement between the parties or their successors in
interest,  or between the parties and the  purchaser,  at any such sale,  or the
said lessee of the building, or of the land and building,  that the purchaser or
the  lessee of the  building  has  assumed  and  agreed to carry out any and all
covenants  and  obligations  of  Owner  hereunder.   The  words "re-enter"  and
"re-entry"  as used in this lease are not  restricted to their  technical  legal
meaning. The term "rent" includes the annual rental rate whether so-expressed or
expressed in monthly  installments,  and "additional  rent."  "Additional  rent"
means all sums which shall be due to new Owner from  Tenant  under this lease in
addition to the annual  rental rate.  The term  "business  days" as used in this
lease,  shall exclude  Saturdays  (except such portion  thereof as is covered by
specific hours in Article 31 hereof), Sundays and all days observed by the State
or Federal  Government as legal holidays and those designated as holidays by the
applicable   building  service  

<PAGE>

union  employees  service  contract  or by the  applicable  Operating  Engineers
contract with respect to IIVAC service.

          35.  Adjacent  Excavation:  If an  excavation  shall be made upon land
adjacent to the demised  premises,  or shall be authorized to be Sharing:  made,
Tenant  shall  afford  to  the  person  causing  or  authorized  to  cause  such
excavation,  license to enter upon the demised premises for the purpose of doing
such work as said  person  shall  deem  necessary  to  preserve  the wall or the
building  of which  demised  premises  form a part from  injury or damage and in
support  the same by  proper  foundations  without  any  claim  for  damages  or
indemnity against Owner, or diminution or abatement of rent.

          36. Rules and Regulations:  Tenant and Tenant's  servants,  employees,
agents,  visitors,  and licensees shall observe faithfully,  and comply strictly
with,  the Rules and  Regulations  annexed  hereto  and such  other and  further
reasonable  Rules and  Regulations  as Owner or Owner's  agents may from time to
time adopt. Notice of any additional rules or regulations shall be given in such
manner as Owner may elect.  In case Tenant  disputes the  reasonableness  of any
additional  Rule or  Regulation  hereafter  made or  adopted by Owner or Owner's
agents, the parties hereto agree to submit the question of the reasonableness of
such Rule or  Regulation  for  decision to the New York  office of the  American
Arbitration Association,  whose determination shall be final and conclusive upon
the parties hereto.  The right to dispute the  reasonableness  of any additional
Rule or  Regulation  upon  Tenant's  part shall be deemed waived unless the same
shall be asserted by service of a notice,  in writing upon Owner within ten (10)
days after the giving of notice  thereof.  Nothing in this lease contained shall
be  construed to impose upon Owner any duty or  obligation  to enforce the Rules
and Regulations or terms, covenants or conditions in any other lease, as against
any other  tenant and Owner shall not be liable to Tenant for  violation  of the
same  

<PAGE>

by any other tenant,  its servants,  employees,  agents,  visitors or licensees.
Landlord  hereby  agrees  not  to  enforce  the  provisions  of  any  rules  and
regulations in a manner which discriminates against Tenant.

          37. Glass: Owner shall replace,  at the expense of the Tenant, any and
all plate and other  glass  damaged or broken from any cause  whatsoever  in and
about the demised  premises.  Owner may insure,  and keep  insured,  at Tenant's
expense,  all plate and other glass in the demised  premises for and in the name
of Owner.  Bills for the premiums  therefor shall be rendered by Owner to Tenant
at such times as Owner may elect,  and shall be due from, and payable by, Tenant
when  rendered,  and the amount  thereof  shall be deemed to be, and be paid, as
additional rent.

          38. Estoppel  Certificate:  Either party at any time, and from time to
time,  upon at least 10 days' prior  notice by the other  party  shall  execute,
acknowledge  and  deliver to such  party,  and/or to any other  person,  firm or
corporation  specified by such party, a statement  certifying that this lease is
unmodified in full force and effect (or if there have been  modifications,  that
the same is in full force and effect as modified and stating the modifications),
stating  the dates in which the rent and  additional  rent have been  paid,  and
stating  whether or not there exists any default by such party under this Lease,
and, if so, specifying each such default.

          39.   Directory   Board  Listing:   If,  at  the  request  of  and  as
accommodation to Tenant, Owner shall place upon the directory board in the lobby
of the building,  one or more names of persons other than Tenant, such directory
board listing shall not be construed at the consent by Owner to an assignment or
subletting by Tenant to such person or persons.

          40. Successors and Assigns:  The covenants,  conditions and agreements
contained  in this lease shall bind and inure to the benefit of Owner and Tenant
and their respective heirs, distributees, executors, administrators, successors,
and except as otherwise provided in this lease, their assigns.


          IN WITNESS  WHEREOF,  Owner and Tenant  have  respectively  signed and
sealed this lease as of the day and year first above written. 


                                   RECKSON FS LIMITED PARTNERSHIP


Witness for Owner:                 By: RECKSON FS INC., 
                                       it general partner


______________________________     By:/s/Mitchell Reckler  (L.S.)
                                      _______________________________ 
                                      Mitchell Reckler


Witness for Tenant:                LOGIMETRICS, INC.


______________________________     By:/s/Russell Reardon   (L.S.)
                                      _______________________________
                                      Russell Reardon

<PAGE>

                                 ACKNOWLEDGMENTS
CORPORATE TENANT
STATE OF NEW YORK,    ss.:
County of

          On this  _________  day of  ______________________,  19__,  before  me
personally came to me known, who being by me duly sworn, did depose and say that
he resides

in

that he is the _________________________ of

the  corporation  described in and which executed the foregoing  instrument,  as
TENANT:  that he knows the seal of said  corporation;  that the seal  affixed to
said  instrument is such corporate  seal; that it was so affixed by order of the
Board of Directors of said  corporation,  and that he signed his name thereto by
like order.


                                             ___________________________________


INDIVIDUAL TENANT
STATE OF NEW YORK,   ss.:
County of

          On this ___________ day of  ___________________________,  19__, before
me

personally came

to me  known  and  known to me to be the  individual  described  in and who,  as
TENANT,  executed the foregoing  instrument and acknowledged to me that ________
he executed the same.


                                              __________________________________


<PAGE>

                             IMPORTANT - PLEASE READ

                      RULES AND REGULATIONS ATTACHED TO AND
                            MADE A PART OF THIS LEASE
                         IN ACCORDANCE WITH ARTICLE 36.


          1. The sidewalks,  entrances,  driveways, passages, courts, elevators,
vestibules,  stairways, corridors or halls shall not be obstructed or encumbered
by any Tenant or used for any purpose  other than for ingress or egress from the
demised  premises and for delivery of merchandise  and equipment in a prompt and
efficient manner using elevators and passageways designated for such delivery by
Owner.  There  shall  not be used in any  space,  or in the  public  hall of the
building,  either by any  Tenant or by  jobbers  or  others in the  delivery  or
receipt of merchandise, any hand trucks, except those equipped with rubber tires
and slideguards.
      
          2. The water and wash closets and plumbing  fixtures shall not be used
for any purposes  other than those for which they were  designed or  constructed
and no sweepings,  rubbish,  rags,  acids or other substances shall be deposited
therein, and the expense of any breakage, stoppage, or damage resulting from the
violation  of this  rule  shall be borne by the  Tenant  who,  or whose  clerks,
agents, employees or visitors, shall have caused it.

          3. No carpet,  rug or other article shall be hung or shaken out of any
window of the building; and no Tenant shall sweep or throw or permit to be swept
or thrown from the demised premises any dirt or other substances into any of the
corridors  or halls,  elevators,  or out of the doors or windows or stairways of
the  building  and Tenant  shall not use,  keep or permit to be used or kept any
foul or noxious gas or  substance in the demised  premises,  or permit or suffer
the  demised  premises  to  be  occupied  or  used  in  a  manner  offensive  or
objectionable  to Owner or other  occupants of the buildings by reason of noise,
odors,  and or  vibrations,  or interfere in any 

<PAGE>

way with other Tenants or those having business  therein,  nor shall any animals
or birds be kept in or about the building. Smoking or carrying lighted cigars or
cigarettes in the elevators of the building is prohibited.

          4. No awnings or other  projections  shall be  attached to the outside
walls of the building without the prior written consent of Owner.

          5.  No  sign,  advertisement,  notice  or  other  lettering  shall  be
exhibited,  inscribed,  painted  or  affixed  by any  Tenant  on any part of the
outside of the demised  premises or the building or on the inside of the demised
premises  if the same is visible  from the outside of the  premises  without the
prior written consent of Owner, except that the name of Tenant may appear on the
entrance door of the premises. In the event of the violation of the foregoing by
any Tenant,  Owner may remove  same  without  any  liability  and may charge the
expense  incurred  by such  removal  to Tenant or Tenants  violating  this rule.
Interior  signs on doors and  directory  tables shall be  inscribed,  painted or
affixed for each Tenant by Owner at the expense of such Tenant,  and shall be of
a size, color and style acceptable to Owner.

          No Tenant shall lay linoleum, or other similar floor covering, so that
the same shall come in direct  contact  with the floor of the demised  premises,
and, if linoleum or other similar floor  covering is desired to be used [garbled
unintelligble language] of builders deadening felt shall be first affixed to the
floor,  by a paste or other  material,  soluble  in water,  the use of cement or
other similar adhesive material being expressly prohibited.

          7. No  additional  locks or bolts of any kind shall be placed upon any
of the doors or windows by any Tenant, nor shall any changes be made in existing
locks or  mechanism  thereof.  Each Tenant  must,  upon the  termination  of his
Tenancy,  restore to Owner all keys of stores,  offices and toilet rooms, either
furnished  to, or otherwise  procured  by, such Tenant,  and in the event of the
loss of any keys, so furnished, such Tenant shall pay to Owner the cost thereof.

          12.  Tenant  shall not bring or permit to be  brought or kept in or on
the demised premises, any inflammable, combustible or explosive fluid, material,
chemical  or  substance,  or cause or  permit  any  odors  of  cooking  or other
processes, or any unusual or other objectionable odors to permeate in or emanate
from the demised premises.

<PAGE>

          13.  Tenant  shall  not use the  demised  premises  in a manner  which
disturbs  or  interferes  with  other  Tenants  in the  beneficial  use of their
premises.


<PAGE>

RIDER TO LEASE dated April 22, 1997 between RECKSON FS LIMITED  PARTNERSHIP,  as
Owner, and LOGIMETRICS, INC., as Tenant

41.  This lease  shall not be  recorded.  No  memorandum  of this lease shall be
     recorded without the express written consent of Owner.

42.  The invalidity or unenforceability of any portion of this lease shall in no
     way  affect  the  validity  or  enforceability  of any  of  the  provisions
     contained in this lease.

43.  There are no oral  agreements  between the parties  hereto  affecting  this
     lease  and  this  lease   supersedes  and  cancels  any  and  all  previous
     representations,  negotiations,  arrangements and  understandings,  if any,
     between the parties hereto with respect to the subject  matter hereof,  and
     shall not be used to interpret or construe this lease.

44.  Tenant  shall  furnish  and pay for,  at its sole  cost  and  expense,  all
     utilities supplied to the demised premises by any utility company,  whether
     public or  private,  including  but not  limited  to gas,  electricity  and
     telephone. Water shall be provided to the demised premises through a common
     meter but  Tenant  shall pay for the cost  thereof  pursuant  to Article 66
     below.

45.  With respect to all work performed by or on behalf of Tenant in the demised
     premises, Tenant will deliver to the Owner certificates evidencing Worker's
     Compensation  Insurance and Contractor's General Liability Insurance in the
     amounts set forth in Paragraph 75(a) herein.

46.  It is  understood  and  agreed  that in the  event  that  sewer  lines  are
     installed or brought to the building of which the demised  premises forms a
     part, the Owner shall have no obligation to connect the demised premises to
     such sewer  lines;  however,  the Tenant may, at its own cost and  expense,
     connect to such sewer lines.  In the event the Owner is required to connect
     the building to such sewer lines, Tenant shall bear Tenant's  Proportionate
     Share (as  hereinafter  defined) of all costs and expenses  incurred by the
     Owner,  directly or indirectly,  in connection with the Owner's  compliance
     with such requirement.  Notwithstanding the foregoing, if Owner is required
     to connect the  building to sewer lines during the term or any renewal term
     hereunder,  Tenant shall only pay for  one-fifteenth  (1/15) of the cost of
     such sewer  installation,  as such  installation  would be  capitalized  in
     accordance  with GAAP.  As of the date  hereof,  Owner has not received any
     written  notice that it is  required  to connect the  building to any sewer
     lines.

47.  Wherever in this lease there is any conflict  between the provisions of any
     of the printed  portions of the lease and the  typewritten  portions of the
     lease, the typewritten  provisions shall be deemed to supersede the printed
     provisions.

48.  Tenant shall pay to Owner, as additional rent, Tenant's Proportionate Share
     of Owner's charges for providing  sprinkler fireline service.  For purposes
     of this Lease,  the term 

<PAGE>

     "Tenant's  Proportionate  Share" shall mean fifty (50) percent, as the same
     may be  amended  from  time to time  based  upon the  formula  set forth in
     Paragraph 51(c) hereof.

49.  Any  references  in the  printed  portions of this lease to the City of New
     York  and the  Administrative  Code  of the  City of New  York  are  deemed
     deleted,  and where  applicable  the town in which the demised  premises is
     located and other local governmental authorities and their ordinances shall
     be substituted in lieu thereof.

50.  During the full term of this lease, Owner shall make all structural repairs
     to the demised  premises  except those which shall have been  occasioned by
     the acts of omission or  commission  of Tenant,  its agents,  employees  or
     invitees.  Structural repairs are hereby defined to be repairs to the roof,
     foundation  footings,  the bearing  walls,  foundation  and the  structural
     steel. Except as aforesaid, Tenant shall, at its own cost and expense, keep
     the demised premises in good condition,  repair and appearance at all times
     throughout  the  term of this  lease  including  the  electrical,  heating,
     plumbing,  sprinkler and air-conditioning  facilities exclusively servicing
     the demised  premises.  Except as set forth elsewhere in this lease,  Owner
     shall be responsible for all electrical,  heating, plumbing,  sprinkler and
     air-conditioning  facilities  servicing the building  except for facilities
     exclusively  servicing  the  demised  premises.  Tenant  shall at all times
     obtain  and keep in full  force and  effect  for the  benefit  of Owner and
     Tenant  with a  responsible  company  doing  business  in Suffolk  County a
     service  repair and  maintenance  contract  with  respect  to the  heating,
     ventilating and air-conditioning  systems servicing the demised premises. A
     copy  of such  contract  and  renewals  thereof  shall  upon  issuance  and
     thereafter not later than ten (10) days prior to expiration be furnished to
     Owner together with evidence of payment.  Owner  represents and warrants to
     Tenant that the demised  premises and the  electrical,  heating,  plumbing,
     sprinkler,  cesspool  and  air-conditioning  facilities  in or serving  the
     demised  premises  shall be in good working  order and  condition as of the
     Term  Commencement  Date and, in connection  with the HVAC system only, the
     same  shall  be in good  working  order  for one (1)  year  after  the Term
     Commencement Date. Owner shall, at Tenant's sole cost and expense, pump out
     the  cesspool as and when  required.  Tenant shall be  responsible  for the
     entire cost and expense  incurred in connection  with Owner pumping out the
     cesspool for as long as Tenant remains the only tenant in the building.  In
     the event there are other tenants  occupying space in the building,  Tenant
     shall be  responsible  for  Tenant's  Proportionate  Share of such cost and
     expense.

51.  If, in any year during the term of this lease or any renewal,  extension or
     modification  thereof,  real estate taxes (as  hereinafter  defined)  shall
     increase  over and  above  Owner's  basic  tax  liability  (as  hereinafter
     defined),  Tenant covenants and agrees to pay Tenant's  Proportionate Share
     of such  increase as  additional  rental,  on the rental  installment  date
     immediately following receipt of "Owner's Statement" (hereinafter defined).

     (a) The term  "real  estate  taxes"  shall be  deemed to mean all taxes and
     assessments,  special or  otherwise,  assessed  upon or with respect to the
     ownership  and all other  taxable  interests  in the land and  improvements
     thereon of which the demised premises are part,  imposed by Federal,  State
     or local  governmental  authority  or any  other  taxing  authority  having
     
<PAGE>

     jurisdiction  over Owner's tax lot or lots,  but shall not include  income,
     intangible, franchise, capital stock, estate or inheritance taxes, or taxes
     based  upon the  receipt of  rentals  (unless  the same shall be in lieu of
     "real  estate  taxes" as herein  defined  by  whatever  name the tax may be
     designated).

     (b) "Owner's basic tax liability" shall be a sum equal to the lesser of the
     amount of taxes as  assessed  or the said taxes as  reduced by  appropriate
     proceedings,  against the land,  buildings  and  improvements  of which the
     demised  premises  are part in the tax year  1996/97,  excluding,  however,
     taxes  for  special  assessments  for local  improvements  not  located  on
     property owned by Owner.

     (c)    "Formula" -
            Tenant's total
            square footage        x Increase = Tenant's share of increase (50%)
            Total square footage
            of building

     (d) "Owner's  Statement" shall be that written statement which Owner may at
     any time deliver to Tenant  containing a computation  of the increase above
     Owner's basic tax liability and the amount of Tenant's  proportionate share
     thereof.  Upon Tenant's written request,  Owner shall provide Tenant with a
     copy of the applicable tax bill with Owner's delivery of Owner's Statement.

     The  failure of Owner to deliver an Owner's  Statement  as  provided  above
     shall not prejudice nor waive the right of Owner to deliver such  statement
     for any  subsequent  tax year,  nor from  including in said  statement,  as
     additional  rental,  Tenant's  Proportionate  Share of any increase for any
     year in which no Owner's  Statement was delivered to Tenant,  but for which
     Tenant was otherwise  obligated to pay such additional rental. In the event
     Owners  basic tax  liability  is  reduced  as a result  of any  appropriate
     proceeding,  Owner shall have the right to adjust the amount of  additional
     rental  hereunder to reflect the new basic tax liability of the Owner,  and
     Tenant  agrees  to pay the  amount  of said  adjustment  on the  next  rent
     installment day immediately  following  receipt of a written statement from
     Owner  setting forth the amount of said  adjustment.  In no event shall the
     base year taxes be less than  $44,821.80.  Further,  in no event  shall the
     rent due hereunder be reduced as a result of a reduction in the real estate
     taxes assessed against the land and the  improvements  thereon of which the
     demised premises forms a part.

     (e) With respect to any period at the  expiration of the term of this lease
     which  shall  constitute  a  partial  tax  year,  Owner's  Statement  shall
     apportion the amount of the additional rental due hereunder. The obligation
     of Tenant in respect of such additional rental applicable for the last year
     of the term of this lease or part thereof shall  survive the  expiration of
     the term and any renewal  term of this lease;  provided,  however,  that if
     Owner  fails to  render  such  Owner's  Statement  within  three  (3) years
     following  the end of any term or  renewal  term  hereunder,  no payment of
     Tenant's Proportionate Share of real estate taxes shall be due for such tax
     year.

<PAGE>

     (f) Tenant shall not, without Owner's prior written  consent,  institute or
     maintain any action, proceeding or application in any court or body or with
     any  governmental  authority  for the purpose of  changing  the real estate
     taxes.  However,  if Owner has failed to commence  such a proceeding by the
     thirtieth (30th) day prior to the final date to file challenges for the tax
     year in  question  and Owner has not  provided  to Tenant in  writing  upon
     Tenant's written request a reasonable  justification for not doing so prior
     to such  thirtieth  (30th) day,  then Tenant shall be permitted to commence
     such a  proceeding  for the tax year in question at Tenant's  sole cost and
     expense and upon prior notice to Owner. In the event Tenant  commences such
     a proceeding  as permitted by this  Paragraph,  Tenant shall  furnish Owner
     with  copies of all  documents  delivered  and  received by or on behalf of
     Tenant in connection with said  proceeding.  Owner agrees to cooperate with
     Tenant in  commencing  such a proceeding in Owner's name and to execute any
     documentation  reasonably  requested  by  Tenant  in  connection  with said
     proceeding.  In the event any such action  initiated  by Owner or Tenant is
     successful,  then Tenant shall receive,  or have credited  against its rent
     thereafter  due  (at  Owner's  option),  or,  following  termination  of or
     expiration  of this Lease  (provided  such  termination  is not a result of
     Tenant's uncured default  hereunder),  Owner shall reimburse Tenant for any
     tax refund or credit obtained  thereby to the extent said real estate taxes
     were actually paid by Tenant (after  reimbursement to the appropriate party
     for reasonable legal fees and other customary out of pocket expenses).

52.  If any increase in real estate taxes shall be due to  improvements  made or
     performed by or on behalf of Tenant,  such increases  shall be paid in full
     by Tenant without apportionment.

53.  At the  request of Owner,  Tenant  agrees to  furnish  Owner with a current
     financial statement prepared by a certified public accountant or such other
     financial information regarding Tenant which is available to the public.

54.  The  acceptance  of rent  from  any  person,  association,  partnership  or
     corporation  other than the Tenant herein named,  shall in no way be deemed
     to  establish  a tenancy  with said  person,  association,  partnership  or
     corporation  for  making  such  payment,  and  shall in no way be deemed to
     relieve the Tenant from any and all obligations hereunder.

55.  The mailing or delivery of a lease by the Owner to a possible  Tenant,  its
     agent or attorney, shall not be deemed an offer nor shall any obligation or
     liability be created on the part of Owner until such time as a lease,  duly
     executed by the Owner, is delivered to such possible  Tenant,  its agent or
     attorney.

56.  Tenant agrees to pay, as additional rent,  Tenant's  Proportionate Share of
     Owner's cost of maintenance  and repair of the landscaped and parking areas
     which are used in common by all of the tenants of the building,  including,
     without  limitation,  snow and ice removal and the cost of the  maintenance
     and upkeep of the water drainage systems and landscape  maintenance.  Owner
     shall provide the foregoing  services  throughout  the term and any renewal
     term hereunder.

<PAGE>

57.  If an institution furnishing a mortgage loan on the demised premises or the
     building  shall require a change or changes in this lease as a condition of
     such financing and if Tenant should refuse to agree thereto, then Owner may
     terminate  this  lease  at  any  time,  provided  such  changes  shall  not
     substantially  alter the  obligations  of  Tenant  or impose on Tenant  any
     conditions  more  burdensome  than as otherwise exist hereunder (such as an
     increase in any monetary  obligation of Tenant  hereunder or a modification
     of the term or any of Tenant's option or offer rights hereunder).

58.  Tenant  covenants  that  the  demised  premises  will  not be used so as to
     interfere with other tenants in the building. Tenant also covenants that no
     noise  or  noxious  fumes or  odors  will be  created  by  Tenant  so as to
     interfere with the quiet enjoyment of the other tenants of their respective
     demised portions of the building.

59.  Tenant  shall not  obstruct  or  encumber,  nor cause to be  obstructed  or
     encumbered,  the  sidewalks,  area  ways or other  public  portions  of the
     building of which the demised  premises  forms a part,  including,  without
     limitation,  the parking area,  driveways and access areas  adjacent to the
     demised  premises  and used in  conjunction  therewith  and adjacent to the
     building;  nor shall  Tenant  use same nor  permit  same to be used for any
     purpose  other than  ingress and egress to and from the  demised  premises.
     However, Tenant may use the loading area for loading and unloading.

60.  In the  event  Tenant  does  not  vacate  the  demised  premises  upon  the
     expiration  date of this lease, or upon the expiration of any option period
     (whether  such  expiration  date  shall  be the  expiration  date  provided
     hereunder  or the  date  of the  termination  of  this  lease  as  provided
     hereunder),  then and in that event Tenant shall remain as a month to month
     Tenant at the monthly rental of one hundred  seventy-five (175%) percent of
     the rent payable by Tenant for the third month prior to the Expiration Date
     (hereinafter  defined) in addition to the  escalations  or additional  rent
     payable pursuant to the terms of this lease.

61.  It is  agreed  that  Owner  shall  do  certain  work in and to the  demised
     premises at Owner's cost and expense prior to the commencement of the lease
     term herein.  Said items are set forth in Schedule  "A" annexed  hereto and
     made a part hereof.  Except for Owner's  work,  Tenant agrees to accept the
     demised premises in its "as is" condition.

     Notwithstanding  anything contained in this lease to the contrary,  subject
     to such circumstances set forth in Article 27 hereof and subject further to
     the  provisions  of this  Article,  Owner  hereby  agrees to  substantially
     complete the demised  premises by the date which is  sixty-three  (63) days
     from the date that this lease is fully and unconditionally executed by both
     Owner and Tenant (the "SC Date").  "Substantially  complete" as used herein
     is defined to mean when the only items to be  completed  are those which do
     not interfere with the Tenant's  occupancy and substantially full enjoyment
     of the demised premises; but if Owner shall be delayed in such "substantial
     completion"  as a result  of (a)  Tenant's  failure  to  furnish  plans and
     specifications;   (b)   Tenant's   request  for   materials,   finishes  or
     installations  other than Owner's  standard;  (c) Tenant's  changes in said
     plans;  (d) the performance or completion of any work, labor or services by
     a party employed by 

<PAGE>

     Tenant; or (e) Tenant's failure to approve final plans or working drawings;
     then  the  Rent  Commencement  Date  (as  hereinafter   defined)  shall  be
     accelerated by the number of days of such delay.

     If Owner does not  substantially  complete  the demised  premises by the SC
     Date,  subject  to such  circumstances  set forth in  Article 27 hereof and
     subject further to the provisions of this Article, Tenant shall receive, as
     its sole and  exclusive  remedy,  a rent credit of $354.00 per day for each
     day  thereafter  until the date Owner  substantially  completes the demised
     premises. In addition, if Owner does not substantially complete the demised
     premises  by the date which is one  hundred  and fifty  (150) days from the
     date that this lease is fully and  unconditionally  executed  by both Owner
     and Tenant,  Tenant shall have, as its sole and exclusive remedy, the right
     to  terminate  this lease upon its  delivery of written  notice  thereof to
     Owner by the date which is one  hundred  and sixty (160) days from the date
     that this  lease is fully and  unconditionally  executed  by both Owner and
     Tenant.

62.  Tenant covenants that it shall not assign this lease nor sublet the demised
     premises or any part thereof  without the prior written consent of Owner in
     each instance, which consent shall not be unreasonably withheld or delayed,
     except on the conditions  hereinafter stated.  Tenant may assign this lease
     or sublet the demised premises with Owner's written consent provided:

     (a) That such  assignment  or sublease is for a use which is in  compliance
     with the then existing zoning  regulations and the certificate of occupancy
     for the building;

     (b) That at the time of such assignment or subletting,  there is no default
     under the terms of this  lease on  Tenant's  part  which has not been cured
     prior to the expiration of all applicable grace periods;

     (c) That in the event of an assignment,  the assignee assume in writing the
     performance  of all of the terms and  obligations to be performed by Tenant
     under this lease from and after the date of such assignment;

     (d) That a duplicate  original of said  assignment or sublease be delivered
     by certified  mail to Owner at the address herein set forth within ten (10)
     days from the said assignment or sublease;

     (e) That, in the event Tenant shall request  Owner's  consent to a proposed
     assignment  of this lease or  proposed  sublease of all or a portion of the
     Demised  Premises,  Tenant shall pay or  reimburse to Owner the  reasonable
     attorney fees  incurred by Owner in processing  such request (not to exceed
     one thousand ($1,000.00) dollars).

     (f) Such assignment or subletting shall not,  however,  release Tenant from
     its liability for the full and faithful performance of all of the terms and
     conditions of this lease;

<PAGE>

     (g) If this  lease be  assigned,  or if the  demised  premises  or any part
     thereof be underlet or occupied by anybody  other than  Tenant,  Owner may,
     after  default  by  Tenant,  collect  rent  and  additional  rent  from the
     assignee,  undertenant or occupant,  and apply the net amount  collected to
     the rent and additional rent herein reserved;

     (h) Notwithstanding  anything contained in this Article 62 to the contrary,
     no  assignment or  underletting  shall be made by Tenant in any event until
     Tenant  has  offered  to  terminate  this  lease  as of the last day of any
     calendar  month  during the term  hereof and to vacate  and  surrender  the
     demised  premises to Owner on the date fixed in the notice served by Tenant
     upon  Owner  (which  date  shall  be  prior  to the  date of such  proposed
     assignment or the commencement date of such proposed sublease),  and Owner,
     within  thirty (30) days after the  receipt  thereof,  has not  accepted in
     writing  the  offer by Tenant to cancel  and  terminate  this  lease and to
     vacate and surrender the demised  premises.  The provisions of this Article
     62(h) shall not apply with  respect to a sublease  of the demised  premises
     for less than 1,400 square feet of space (an "Acceptable Sublease").  Owner
     shall  have  no  obligation   whatsoever  to  alter  the  demised  premises
     (including,  without limitation,  the alteration of the bathrooms,  utility
     meters, entrances and corridors) in connection with an Acceptable Sublease.

     (i) The provisions of the foregoing  Paragraph  62(h) shall be inapplicable
     and  Owner's  consent  shall  not  be  required  as to  any  assignment  or
     subletting to any  corporation  which is a successor to Tenant by merger or
     consolidation,  or is the parent or a wholly owned  subsidiary of Tenant or
     such  successor  corporation,  or as part  of a bona  fide  sale  or  other
     conveyance by Tenant of its entire business as a going concern or of all or
     substantially all of its assets or to Tenant's  shareholders in liquidation
     or dissolution.

     (j) Without affecting any of its other obligations under this lease, except
     with respect to any permitted  assignment or subletting under  subparagraph
     62(i)  above,  Tenant will pay Owner as  additional  rent any sums or other
     economic  consideration,  which (i) are  actually  received  by Tenant as a
     result of an assignment or subletting whether or not referred to as rentals
     under the assignment or sublease (after deducting  therefrom the reasonable
     costs and expenses  incurred by Tenant in connection with the assignment or
     subletting  in  question  provided  such costs were  approved in writing by
     Owner when it approved  the  assignment  or  sublease);  and (ii) exceed in
     total the sums  which  Tenant is  obligated  to pay Owner  under this Lease
     (prorated to reflect  obligations  allocable to that portion of the demised
     premises  subject to such  assignment  or  sublease),  it being the express
     intention of the parties that Tenant shall not be in any manner  whatsoever
     be entitled to any profit by reason of such  sublease  or  assignment.  The
     failure or inability  of the assignee or subtenant to pay rent  pursuant to
     the assignment or sublease will not relieve Tenant from its  obligations to
     Owner  under  this  Paragraph.  Tenant  will not  amend the  assignment  or
     sublease in such a way as to reduce or delay  payment of amounts  which are
     provided in the assignment or sublease approved by Owner.

     (k) Owner agrees that it shall not  unreasonably  withhold its consent to a
     subletting or assignment in accordance with the terms of this Paragraph 62.
     In  determining  reasonableness,  there  shall be taken  into  account  the
     character  and  reputation  of the  proposed  subtenant  or  assignee,  the
     specific  nature of the proposed  subtenant's  or  assignee's  business and
     whether  same is in  keeping  with other  tenancies  in the  building;  the
     financial standing of the 

<PAGE>

     proposed subtenant or assignee; and the impact of all of the foregoing upon
     the building  and the other  tenants of Owner  therein.  Owner shall not be
     deemed to have  unreasonably  withheld its consent if it refuses to consent
     to a subletting or assignment to an existing  tenant in any building in the
     Bohemia  area  which is owned by Owner or its  affiliate  or to a  proposed
     subtenant or assignee  with whom Owner is  negotiating a lease or if at the
     time of Tenant's request, Tenant is in default, beyond applicable grace and
     notice periods  provided herein for the cure thereof,  of any of the terms,
     covenants and conditions of this lease to be performed by Tenant.  At least
     thirty (30) days prior to any proposed  subletting  or  assignment,  Tenant
     shall  submit  to Owner a  written  notice of the  proposed  subletting  or
     assignment,  which notice shall contain or be  accompanied by the following
     information:

          (i) the name and address of the proposed subtenant or assignee;

          (ii)  the  nature  and  character  of the  business  of  the  proposed
subtenant or assignee and its proposed use of the premises to be demised;

          (iii) the most recent three (3) years of balance sheets and profit and
loss statements of the proposed  subtenant or assignee,  if available to Tenant,
or other financial information satisfactory to Owner; and

          (iv) such shall be accompanied  by a copy of the proposed  sublease or
assignment of lease.

63.  Tenant shall have the right to use fifty (50) percent of the parking spaces
     allocated to the building.  The parking areas  available for the use of the
     Tenant  herein and the other  tenants of the  building of which the demised
     premises  form a part are to be used by Tenant,  its  servants,  employees,
     agents,  business  invitees and patrons subject to the reasonable rules and
     regulations of Owner and it is also  understood and agreed that Owner shall
     have the  right at any time to  modify  or alter  the  parking  layout  and
     traffic pattern in the parking areas and to diminish the available  parking
     areas  without any  liability to Tenant or any  diminution  or abatement of
     rent or additional rent,  provided the same is required by any governmental
     body or agency  having  jurisdiction  thereof and  provided  the  available
     parking areas are diminished only by a de minimis amount.

64.  All janitorial  work at the demised  premises shall be done at the cost and
     expense of Tenant.  Tenant  shall  provide  for its own trash,  rubbish and
     garbage removal at its own expense and all rubbish, trash and garbage shall
     be kept at the demised premises subject to the rules and regulations of the
     appropriate municipal authorities having jurisdiction thereof, and shall at
     all times be kept in closed  containers  and  inside the  demised  premises
     except when  necessary  for the removal  therefrom by the trash and garbage
     removal  company.  Tenant  shall be  permitted  to maintain a dumpster  for
     garbage  removal  outside  the two (2)  doors  located  in the  rear of the
     building.

<PAGE>

65.  Paragraph 32 of the printed portion of this lease is hereby deleted.

66.  Tenant  shall pay, as  additional  rent,  Tenant's  Proportionate  Share of
     Owner's cost for water consumed in the building. Tenant shall not use water
     for other than normal lavatory purposes.

67.  Supplementing  Article 3 of the preprinted  portion of this lease,  any and
     all alterations,  installations,  additions and improvements to the demised
     premises and any and all  structures  or  fixtures,  except  movable  trade
     fixtures  not  attached to the realty,  installed by or on behalf of Tenant
     which shall attach to the realty  shall be deemed  attached to the freehold
     and automatically  become the property of Owner upon  installation,  unless
     Owner shall elect otherwise,  which election shall be made by giving notice
     to Tenant not less than thirty (30) days prior to the  expiration  or other
     termination  of this lease.  If Owner  elects to have Tenant  remove  same,
     Tenant shall do so and repair,  at its own cost and expense,  any damage to
     the   demised   premises   caused  by  said   removal.   All   alterations,
     installations,  additions and  improvements  made to the demised  premises,
     which,  in each  instance  costs more than  $5,000.00,  shall be subject to
     Owner's  supervisory  fee of 10% of the  cost  thereof.  There  shall be no
     supervisory  fee due in  connection  with  any  construction  performed  in
     initially  preparing  the  demised  premises  for  Tenant's  occupancy.  In
     receiving  such fee,  Owner  assumes no  responsibility  for the quality or
     manner in which such work is performed.

68.  Tenant shall indemnify and hold Owner harmless  against any and all claims,
     suits,  damages or causes of action for  damages  and from and  against any
     orders or decrees or judgments which may be entered in any suit brought for
     damages  or alleged  damages  resulting  from any  injury to person  and/or
     property  or loss of life  sustained  in and  about the  demised  premises,
     including  the violation of any  Environmental  Law  (hereinafter  defined)
     during  the term  hereby  demised,  and from any and all fines  that may be
     imposed  by reason of any  violations  noted or issued  by,  any  municipal
     department or other governmental bureau or agency having jurisdiction,  and
     from any and all legal fees and other charges to which the Owner may be put
     in defending the same.

69.  Tenant  shall,   at  is  own  cost  and  expense,   procure  all  necessary
     certificates,  permits,  orders or licenses  which may be required  for the
     conduct of its business by any governmental statute, regulation,  ordinance
     or agency and that all  governmental  requirements  relating  to the use or
     uses of the demised  premises by the Tenant  shall be complied  with by the
     Tenant  at its own cost and  expense.  Notwithstanding  the  provisions  of
     Paragraph 6 or this  Paragraph 69, it is  understood  and agreed that Owner
     shall  deliver  the  demised  premises  to  Tenant in  compliance  with all
     applicable laws,  rules and  regulations.  Owner shall, at its own cost and
     expense,  procure all necessary certificates,  permits, orders, or licenses
     which  may be  required  for the  performance  of  Owner's  Work or for the
     occupancy of the demised premises by Tenant,  except for any  certificates,
     permits,  orders, or licenses which may be necessitated because of Tenant's
     particular  use of the demised  premises,  as opposed to the  general  uses
     permitted under this Lease.

<PAGE>

70.  In any case in which the rent or  additional  rent is not paid  within  ten
     (10) days of the day when same is due, Tenant shall pay a late charge equal
     to 5 cents for each  dollar so due,  and in  addition  thereto,  the sum of
     $100.00 for the purpose of defraying  expenses  incident to the handling of
     such delinquent account. Tenant further agrees that the late charge imposed
     is fair and reasonable,  complies with all laws,  regulations and statutes,
     and  constitutes an agreement  between Owner and Tenant as to the estimated
     compensation for costs and administrative expenses incurred by Owner due to
     the late  payment of rent by Tenant.  Tenant  further  agrees that the late
     charge assessed pursuant to this lease is not interest, and the late charge
     does not create a borrower/lender or borrower/creditor relationship between
     Owner and Tenant.  The demand and  collection of the aforesaid late charges
     shall in no way be deemed a waiver of any and all  remedies  that the Owner
     may have under the terms of this lease by summary  proceedings or otherwise
     in the event of a default in payment of rent or additional rent.

71.  Tenant  shall cause each  insurance  policy  carried by it and insuring its
     fixtures and contents,  or the betterments and improvements made by Tenant,
     against  loss by fire and other  hazards to be written in a manner so as to
     provide that the insurer waives all right of recovery by way of subrogation
     against  Owner in  connection  with any loss or damage  covered by any such
     policy or policies. Owner shall not be liable to the Tenant for any loss or
     damage caused by fire or other hazards. If Tenant cannot obtain such waiver
     of subrogation  provision,  or if same is obtainable only by the payment of
     an  additional  premium,  Tenant  shall notify Owner of such fact and Owner
     shall  have a period of ten (10) days from the  receipt  of such  notice to
     either  (a) place  such  insurance  in  companies  which  will  carry  such
     insurance with waiver of subrogation against Owner and which are reasonably
     acceptable  to Tenant or (b) agree to pay such  additional  premium if such
     subrogation  waiver is  obtainable  at an  additional  cost, or (c) require
     Tenant to name Owner as an additional insured.

72.  Owner will cause each  insurance  policy  carried by Owner and insuring the
     building and demised  premises against loss by fire and other hazards to be
     written in such a manner so as to provide that the insurer waives all right
     of recovery by way of  subrogation  against  Tenant in connection  with any
     loss or damage  covered by such  policy or  policies.  Tenant  shall not be
     liable to Owner for any loss or damage caused by fire or other  hazard.  If
     Owner  cannot  obtain such waiver of  subrogation  provision  or if same is
     obtainable  only by payment of an  additional  premium,  Owner shall notify
     Tenant of such fact and  Tenant  shall  have a period of ten (10) days from
     the receipt of such notice to either (a) place such  insurance in companies
     which will carry such  insurance  with waiver of such  subrogation  against
     Tenant and which are  reasonably  acceptable to Owner,  or (b) agree to pay
     such  additional  premium  if such  subrogation  waiver  is  obtainable  at
     additional  cost,  or (c)  require  Owner to name  Tenant as an  additional
     insured.

73.  In addition to the rights and  remedies set forth in  Paragraphs  17 and 18
     hereof,  Owner  shall  have the right to cancel  this  lease in the  manner
     therein  provided  in the event that  Tenant  shall have  failed to pay any
     installment  of rent  provided  herein  within ten (10) days after  written
     notice and demand for payment thereof or shall have defaulted in payment of

<PAGE>

     additional  rent set forth  herein  for a period of twenty  (20) days after
     written notice and demand for payment of same.

74.  If Tenant shall have a sanitary  waste system for Tenant's  exclusive  use,
     then  Tenant  shall be  required to  maintain,  repair and replace  same at
     Tenant's sole cost and expense. In such event, Tenant shall not be required
     to share in the cost and expense of the maintenance, repair and replacement
     of any other sanitary waste system used by other tenants of the building of
     which the demised premises forms a part.

75.  (a)  During  the term of this  lease,  Tenant  agrees  to  carry  liability
     insurance  at its own cost and expense in the amount of  $1,000,000.00  for
     bodily injury and  $100,000.00 for property  damage,  which insurance shall
     also name Owner as an  additional  insured,  and Tenant shall furnish Owner
     with a new  certificate  of  insurance  within  ten  (10)  days  after  the
     expiration of any such policy.

     (b)  Tenant  shall,  as  additional  rent,  reimburse  Owner  for  Tenant's
     Proportionate  Share of Owner's premium for a liability insurance policy in
     the minimum amount of  $1,000,000.00  for bodily injury and $100,000.00 for
     property damage covering the entire building of which the demised  premises
     forms a part, including common areas and parking areas.

     (c)  Tenant  shall,  as  additional  rent,  reimburse  Owner  for  Tenant's
     Proportionate  Share of all premiums for fire  insurance upon the building,
     including  extended  coverage,   rental  value,   vandalism  and  malicious
     mischief, to be maintained upon the building during the term of this lease.
     Owner shall obtain and maintain all such insurance  throughout the term and
     any renewal term hereunder. Said insurance shall be in amount not less than
     the full replacement value of the building,  but if required by a mortgagee
     granting a mortgage  or  mortgages  on the  building,  then in an amount as
     required by said mortgagee.  The aforesaid  charge shall be due and payable
     to Owner as additional  rent on the rent date next  following the giving of
     notice to Tenant by Owner of the  amount  due  toward  such  premium.  Upon
     Tenant's  written  request,  Owner shall  provide  Tenant with bills and/or
     invoices  evidencing  the  cost of the  premiums  for the  insurance  to be
     maintained by Owner hereunder.  The parties shall apportion such premium at
     the commencement and termination of the lease term.

     (d) If a steam  boiler is  required  by  Tenant,  then  Tenant  shall  also
     reimburse  Owner for the full premium which Owner shall pay for a policy of
     boiler  insurance,  said  reimbursement  to be made by Tenant as additional
     rent at the same time as the next monthly  installment of rent shall be due
     from Tenant after a notice from Owner of the amount of the premium.

     (e) All  policies of  insurance to be supplied by Tenant and Owner shall be
     obtained only from insurance companies licensed to do business in the State
     of New York and will carry thereon and have endorsed the following:

          (i) In the event of  cancellation  or  material  change in the  policy
     which may affect the Owner's  interest,  at least twenty (20) days prior to
     such cancellation or material change, written notice of same will be given 
     to Owner.

<PAGE>

          (ii) Owner  shall  be  named  as  an  "Additional Insured" on all  of 
     Tenant's policies except contents policies.

76.  Owner and  Tenant  represent  each to the other  that the sole  broker  who
     negotiated  or brought  about this  lease or who might be  entitled  to the
     payment of commission is Schuckman Realty, Inc. and that no other person or
     firm is entitled to the payment of any  commission.  The parties agree that
     except as otherwise provided herein, if any claim is made for commission by
     any broker  through or on account of any acts of a party,  that party shall
     hold the other party harmless from and against any and all  liabilities and
     expenses in connection  therewith including  reasonable  attorneys' fees in
     defending  any  such  action.  Owner  agrees  to pay a  commission  to such
     aforenamed broker pursuant to a separate agreement.

77.  Tenant shall not, without the express written consent of Owner,  enter upon
     the roof or attach or install  anything  thereon  nor make any  alterations
     thereto.  Tenant shall be  permitted to penetrate  the roof for purposes of
     installing   vent   piping   provided:   (a)  Tenant   submits   plans  and
     specifications  for the  installation  of such  piping to Owner for Owner's
     prior  written  approval,  which  approval may be withheld by Owner if such
     installation  may damage the structural  integrity of the roof or interfere
     with any service to be provided by Owner, and (b) Tenant hires Owner's roof
     contractors to perform all such installation work.

78.  Any sums of money required to be paid by Tenant to Owner in addition to the
     rent reserved under Article 81, shall be deemed  additional  rent, shall be
     paid without deduction or offset, and in the event Tenant fails to pay such
     additional  rent,  Owner shall be entitled to the same remedies  under this
     lease or by law,  as are  available  to Owner for the  nonpayment  of rent,
     including, without limitation, summary dispossess proceedings.

79.  In the event that  Owner  shall  bring any  proceeding  against  Tenant for
     recovery of money  damages,  or for  possession of the demised  premises by
     reason of nonpayment of rent or additional rent, or for  nonperformance  by
     Tenant of the terms and  conditions of this lease,  or for breach of lease,
     and Owner shall incur costs and expenses by reason  thereof or by reason of
     such default, such charges,  including legal fees, shall be due and payable
     from Tenant as additional rent and shall become immediately due and payable
     upon the  incurrence  of same.  In the event  that  Owner  shall  institute
     summary  proceedings  for nonpayment of rent or additional  rent, the legal
     fees  therefor  shall be 25% of the  amount  demanded  in the  petition  or
     $500.00,  whichever is greater. Said amount may be included in the petition
     and shall be deemed  additional  rent. In the event Owner shall at any time
     be in default  hereunder,  and if Tenant shall  institute an action against
     Owner based upon such default and Tenant shall be  successful,  Owner shall
     within thirty (30) days after request  therefor,  reimburse  Tenant for the
     expenses  of  reasonable  attorneys'  fees and  disbursements  incurred  by
     Tenant.

80.  The  term  of  this  lease  shall  commence  on the  date  on  which  Owner
     substantially  completes the demised premises in accordance with Article 61
     hereof  (the  "Term  Commencement  Date").  The  term of this  lease  shall
     terminate on the day  preceding  the day which is seven 

<PAGE>

     (7) years after the Rent Commencement Date,  hereinafter referred to as the
     "Expiration  Date",  unless the term shall sooner  terminate or be extended
     pursuant  to any of the terms,  covenants  or  conditions  of this lease or
     pursuant to law. Tenant's obligation to pay rent shall commence on the date
     which is sixty  (60)  days  from the Term  Commencement  Date,  hereinafter
     referred to as the "Rent Commencement Date" subject to the terms of Article
     61 hereof.

81.  During  the term of this  lease,  Tenant  shall  pay  minimum  annual  rent
     ("rent") as follows:

     During  the first  year of the term of this  lease  commencing  on the Rent
     Commencement Date, the rent shall be $148,633.38 payable $31,850.01 for the
     first  month of such year and  $10,616.67  for each of the  second  through
     twelfth months.

     During the second  year,  the rent shall be  $132,495.96,  payable in equal
     monthly installments of $11,041.33.

     During  the third  year,  the rent shall be  $137,795.88,  payable in equal
     monthly installments of $11,482.99.

     During the fourth  year,  the rent shall be  $143,307.72,  payable in equal
     monthly installments of $11,942.31.

     During  the fifth  year,  the rent shall be  $149,040.00,  payable in equal
     monthly installments of $12,420.00.

     During  the sixth  year,  the rent shall be  $155,001.60,  payable in equal
     monthly installments of $12,916.80.

     During the seventh year, the rent shall be $139,968.30,  payable $13,433.47
     during each of the first through tenth months and $2,816.80  during each of
     the eleventh and twelfth months.

     The minimum  annual rent  hereinabove  provided for shall be in addition to
     all other payments to be made by Tenant as herein provided.

82.  (a) Owner and Owner's  agents and  employees  shall not be liable for,  and
     Tenant waives all claims for, loss or damage to Tenant's business or damage
     to person or property  sustained by Tenant  resulting  from any accident or
     occurrence (unless caused by or resulting from the negligence of Owner, its
     agents,  servants or employees other than accidents or occurrences  against
     which Tenant is insured and except to the extent  Tenant is  contributorily
     negligent) in or upon the demised premises or the building,  including, but
     not limited to,  claims for damage  resulting  from:  (i) any  equipment or
     appurtenances  becoming out of repair;  (ii) injury done or  occasioned  by
     wind;  (iii)  any  defect  in  or  failure  of  plumbing,  heating  or  air
     conditioning  equipment,  electric  wiring or  installation  thereof,  gas,
     water,  or steam pipes,  stairs,  porches,  railings or walks;  (iv) broken
     glass;  (v) the  backing  up of any  sewer  pipe or 

<PAGE>

     downspout;)  (vi) the  bursting,  leaking  or  running  of any  tank,  tub,
     washstand,  water closet,  waste pipe, drain or other pipe or tank in, upon
     or about the building or the demised premises; (vii) the escape of steam or
     hot water; (viii) water, snow or ice being upon or coming through the roof,
     skylight,  trapdoor,  stairs,  doorways,  show windows,  walks or any other
     place upon or near the building or the demised premises or otherwise;  (ix)
     the  falling of any  fixture,  plaster,  tile or  stucco;  and (x) any act,
     omission or negligence of other tenants,  licensees or of any other persons
     or occupants of the building or of adjoining or contiguous  buildings or of
     owners of adjacent or contiguous property.

     (b) If Owner or a successor  in interest  is an  individual  (which term as
     used herein  includes  aggregates of  individuals,  such as joint ventures,
     general or limited partnerships,  or associations) such individual shall be
     under no personal  liability  with respect to any of the provisions of this
     lease,  and if such  individual is in breach or default with respect to its
     obligations  under this  lease,  Tenant  shall look solely to the equity of
     such individual in the land and building of which the demised premises form
     a part for the  satisfaction  of  Tenant's  remedies  and in no event shall
     Tenant attempt to enforce any personal judgment against any other assets of
     such  individual or any principal,  partner,  employee or agent of Owner by
     reason of such default by Owner.

83.    INTENTIONALLY DELETED.

84.  (a) Tenant shall not cause or permit the presence, use, disposal,  storage,
     or release of any Hazardous Substances  (hereinafter  defined) on or in the
     demised premises or the land or building of which it is a part, except in a
     manner and in quantities  permitted under  applicable law. Tenant shall not
     do, nor allow anyone else to do,  anything  affecting the demised  premises
     that is in violation of any Environmental Law (hereinafter defined).  Owner
     shall  have  the  right  to  inspect  the  demised  premises  and  Tenant's
     operations during normal business hours,  after reasonable  notice, for the
     purpose of determining the existence or release of Hazardous Substances and
     Tenant's  compliance  with  Environmental  Law. As used herein,  "Hazardous
     Substances" are those substances  defined as toxic or hazardous  substances
     by  Environmental  Law,  including,   without  limitation,   the  following
     substances:   gasoline,   kerosene,  other  flammable  or  toxic  petroleum
     products,  toxic pesticides and herbicides,  volatile  solvents,  materials
     containing   asbestos   or   formaldehyde,   and   radioactive   materials.
     "Environmental   Law"  means  federal  and  state  laws  and  laws  of  the
     jurisdiction  where the demised premises are located that relate to health,
     safety and environmental protection.

     (b)  Owner   represents  and  warrants  to  Tenant  that  as  of  the  Term
     Commencement  Date,  the  demised  premises  and the  building  shall be in
     compliance  with all  applicable  Environmental  Law and that no  Hazardous
     Substances  shall  have been  released  at or  disposed  of at or about the
     building  or the  demised  premises,  except in a manner and in  quantities
     permitted under applicable law.

85.  The Owner shall furnish a security guard service for the building and other
     structures.  Tenant  shall pay to Owner  $1,120.00  during each year of the
     term of this Lease (payable in 

<PAGE>

     equal monthly installments of $93.34).  Such charge shall be payable to the
     Owner as additional rent with each installment of rent due hereunder.

86.  Notwithstanding any provision in this lease to the contrary, the additional
     rent which Tenant shall be required to pay to Owner  pursuant to Paragraphs
     48, 56, 75 and 85 of this lease in  respect  of amounts  incurred  by Owner
     during the first year of the term (i.e.,  August 1, 1997  through  July 31,
     1998) of this lease only shall not exceed $5,600.00.

87.  Owner hereby agrees that, upon execution of this lease and upon delivery by
     the  Tenant  of the  first  month's  rent  and the  insurance  certificates
     required  hereunder,  Tenant  shall  have the right to use and  occupy  the
     demised premises prior to the Rent  Commencement  Date provided that Tenant
     shall comply with all the  obligations  of Tenant under this lease with the
     exception of the  obligation  to pay rent  pursuant to Paragraph 81 of this
     lease.

88.  Tenant agrees that the value of the demised  premises and the reputation of
     the Owner will be  seriously  injured if the demised  premises are used for
     any obscene or  pornographic  purposes  or if any  obscene or  pornographic
     material is permitted on the premises.  Tenant  further  agrees that Tenant
     will not permit any of these uses by Tenant or a  sublessee  or assignee of
     the demised premises.  This Paragraph shall directly bind any successors in
     interest to Tenant.  Tenant agrees that if at any time Tenant  violates any
     of the  provisions  of this  Paragraph,  such  violation  shall be deemed a
     breach  of a  substantial  obligation  of  the  terms  of  this  lease  and
     objectionable  conduct.  Pornographic  material is defined for  purposes of
     this Paragraph as any written or pictorial  matter with prurient  appeal or
     any objects or  instruments  that are primarily  concerned  with lewd in or
     prurient  sexual  activity.  Obscene  material is defined  here as it is in
     Penal Law Section 235.00.

89.  Tenant  shall  not be  permitted  to store  any  items  including,  without
     limitation,  inventory,  furniture  and  equipment,  outside of the demised
     premises or the building  unless Tenant first obtains Owner's prior written
     consent.

90.  Owner  shall,  at  Owner's  sole  cost and  expense,  and prior to the Rent
     Commencement Date, convert the building from electric heat to gas heat.

91.  The Tenant shall have the right to be exercised as hereinafter provided, to
     extend  the term of this  lease for one  period of five (5) years  upon the
     following terms and conditions:

     (a) That at the time of the  exercise  of such right and at the time of the
     commencement  of such extension  period,  Tenant shall not be in default in
     the performance of any of the terms,  covenants or conditions  which Tenant
     is required to the right to lease the Partial Additional Premises,  subject
     to the terms and conditions of this Paragraph 92.

     (b) In the  event  that  Owner  proposes  to lease the  Partial  Additional
     Premises  and/or the Entire  Additional  Premises  pursuant to the terms of
     bona fide third  party  offer,  Owner  shall  notify  Tenant of the same by
     written  notice  delivered  to Tenant by  certified  mail,  return  receipt
     requested (the "Offer Notice").  Tenant shall give written notice to Owner
     of its  

<PAGE>

     intent  to  exercise  its right to lease the  Partial  Additional  Premises
     hereunder no later than seven (7) business days after  Tenant's  receipt of
     the Offer  Notice.  Said  written  notice  shall be  delivered  to Owner by
     certified mail,  return receipt  requested;  TIME BEING OF THE ESSENCE WITH
     RESPECT TO ALL OF TENANT'S OBLIGATIONS HEREUNDER.

     (c) In the event Tenant  elects to lease the Partial  Additional  Premises,
     the term "Combined  Premises" shall,  from and after the Effective Date (as
     hereinafter  defined),  include  both the Demised  Premises and the Partial
     Additional  Premises.  For purposes hereof, the term "Effective Date" shall
     mean the date of delivery of possession of the Partial Additional  Premises
     to Tenant.

     (d) Upon the exercise of Tenant's rights hereunder,  Owner and Tenant shall
     enter into a lease  modification  agreement  effective as of the  Effective
     Date,  which shall reflect the lease by Tenant of the Combined  Premises in
     accordance  with all of the terms and  conditions of the lease except that:
     (i) Tenant shall accept the Partial Additional Premises in its then "as is"
     condition;  however,  Owner shall  provide an opening in the demising  wall
     connecting the Demised Premises and the Partial Additional  Premises,  (ii)
     the rental rate shall be as set forth in  subparagraph  (e)  hereof,  (iii)
     Tenant's Proportionate Share shall be equal to a fraction, the numerator of
     which shall be the total  number of rentable  square feet  contained in the
     Combined  Premises and the denominator of which shall be the total rentable
     square feet  contained in the Building,  (iv) the number of parking  spaces
     available  for use by Tenant  shall be increased to reflect the increase in
     Tenant's  Proportionate  Share and (v)  Article  62(h) shall be modified to
     provide that an  Acceptable  Sublease  shall mean a sublease of the demised
     premises for less than ten (10%) percent of the Combined  Premises.  In any
     case,  the base year for  purposes of  calculating  Tenant's  Proportionate
     Share of real estate taxes due in accordance  with Paragraph 51 hereof with
     respect to the Partial  Additional  Premises shall be the tax year 1996/97.
     Tenant shall pay the first month's rent and two additional  months rent due
     for the Partial Additional Premises prior to the Effective Date.

     (e) The  Offer  Notice  need  not  specify  a rental  rate for the  Partial
     Additional  Premises nor shall Tenant be required to accept any rental rate
     set forth  therein.  The initial  rental  rate for the  Partial  Additional
     Premises shall be $8.50 per square foot of the Partial Additional  Premises
     if the Partial  Additional  Premises  is leased to Tenant  during the first
     year of the term of this Lease. Thereafter, the initial rental rate for the
     Partial  Additional  Premises shall escalate at a rate of four (4%) percent
     compounded  annually as of the  commencement  date of each succeeding lease
     year during the term hereof. By way of example,  if the Partial  Additional
     Premises  is leased six (6) months into the first lease year of the initial
     term of this Lease, the four (4%) percent escalation shall be effective six
     (6) months  thereafter on the commencement date of second lease year of the
     initial term of this Lease.

     (f) In the event Tenant leases the Partial Additional Premises, the renewal
     option  set forth in Article  91 hereof  shall  also  apply to the  Partial
     Additional  Premises.  The rental rate for the Partial Additional  Premises
     shall  reflect an eight (8%) percent  increase over the rental rate for the
     Partial Additional Premises which may have been due during the last year of
     the initial  term  (adjusted  to reflect any  advanced  rent paid by Tenant
     hereunder)  and,  thereafter 

<PAGE>

     the rental rate for the Partial  Additional  Premises  shall  escalate at a
     rate of four (4%) percent compounded annually.

     (g) Should Tenant fail to exercise its rights hereunder within the time and
     in the manner  required  above,  or waive such right in writing,  Owner may
     lease the Partial Additional Premises and/or the Entire Additional Premises
     without any further obligations to Tenant; provided, however, that if Owner
     does not consummate a lease of the Additional  Premises with respect to the
     first Offer Notice,  Tenant's right of first refusal shall again apply with
     respect to a second  bona fide offer  received  by Owner only (the  "Second
     Offer"), which right shall be exercised by Tenant in strict accordance with
     the  provisions  of this  Paragraph  92. Should Tenant fail to exercise its
     right hereunder with respect to the Second Offer within the time and in the
     manner required above, or waive such right in writing,  Owner may lease the
     Partial Additional  Premises and/or the Entire Additional  Premises without
     any further obligations to Tenant following such Second Offer.

     (h) The right to lease the  Partial  Additional  Premises  is  personal  to
     LogiMetrics,  Inc.  and shall not be  transferable  by  operation of law or
     otherwise.

93.  Owner shall  install,  at Owner's sole cost and expense,  Owner's  standard
     circular  sign at the  entrance of the demised  premises.  Owner shall also
     furnish to Tenant one (1)  listing on the  building  directory  and one (1)
     listing on the office park directory.  The initial listings will be made at
     Owner's  expense  and any  subsequent  changes  by Tenant  shall be made at
     Tenant's expense.

94.  Owner hereby  represents and warrants that there presently are no mortgages
     encumbering the demised  premises and the building.  Owner hereby agrees to
     use its  reasonable  efforts  to  obtain a  subordination,  attornment  and
     nondisturbance  agreement  from Owner's  future  mortgagees  on such future
     mortgagee's standard form.

95.  Owner hereby waives any lien on Tenant's  personal property to which Owner,
     in the  absence of such  waiver,  might  otherwise  be entitled by statute,
     common law or  otherwise.  Tenant  covenants  and agrees  that no  security
     agreement, whether by way of conditional sales agreement, chattel mortgage,
     title  retention  agreement,  or other  instrument  of  similar  import  (a
     "Security  Agreement") shall be placed upon any improvements made by Tenant
     which are  affixed to the realty.  In the event that any of the  machinery,
     fixtures,  furniture  or  equipment  installed  by  Tenant  in the  demised
     premises  are  purchased  or  acquired  by  Tenant  subject  to a  Security
     Agreement,  Tenant undertakes and agrees (i) that no Security  Agreement or
     Uniform  Commercial Code filing statement shall be permitted to be filed as
     a lien against the building  and/or the real  property of which the demised
     premises and the Building form a part,  and (ii) to cause to be inserted in
     any Security Agreement the following provision:

               "Notwithstanding  anything to the contrary herein,
          this chattel  mortgage,  conditional  sales  agreement,
          title retention agreement,  or security agreement shall
          not  create  or be filed as a lien  against  the  land,
          building and improvements  comprising the real property
          in which the 

<PAGE>

          goods, machinery, equipment, appliances or other personal
          property covered hereby are to be located or installed."

          If any such lien, based on a Security  Agreement or Uniform Commercial
Code filing  statement  is filed  against the  building or the real  property of
which the demised  premises and the building form a part,  Tenant shall,  within
thirty (30) days following notice thereof from Owner,  cause such lien or notice
to be removed or discharged, at Tenant's cost and expense.

96.  Notwithstanding  anything  contained in this lease to the contrary,  Tenant
     shall have  access to the  demised  premises  twenty four (24) hours a day,
     seven (7) days a week.

                                               RECKSON FS LIMITED PARTNERSHIP

                                               BY:      RECKSON FS, INC.,
                                                        its general partner

                                               BY:      /s/Mitchell Reckler
                                                       _____________________
                                                       Mitchell Reckler
          
                                               LOGIMETRICS, INC.


                                               BY:     /s/Russell Reardon
                                                       ________________________
                                                       Russell Reardon

<PAGE>



                                 April 22, 1997

LogiMetrics, Inc.
121-03 Dupont Street
Plainview, New York 11803

                  Re:   Lease Agreement dated April 22, 1997 (the "Lease")
                        by and between Reckson FS Limited Partnership,
                        as landlord ("Landlord") and LogiMetrics, Inc.,
                        as tenant ("Tenant")

Gentlemen:

          This  letter  shall  confirm and  memorialize  the  agreement  between
Landlord and Tenant with respect to the  installation of a satellite dish at the
building  located  at 50  Orville  Drive,  Bohemia,  New York (the  "Building").
Landlord and Tenant agree as follows:

          (1) In connection with Tenant entering into the Lease,  Tenant may, at
its own cost and  expense,  install,  operate,  maintain and replace a satellite
dish (hereinafter the "Satellite Dish") on the roof of the Building from time to
time during the term of the lease.

          (2) In  consideration  of the use of the space on the Building for the
installation,  operation,  maintenance  and  replacement of the Satellite  Dish,
Tenant  agrees to pay to  Landlord,  in addition  to all sums  payable by Tenant
under the Lease,  the sum of $250.00  on the first day of each  calendar  month,
commencing  on the  first  day of the  first  full  calendar  month  immediately
following  Landlord's approval of the initial  installation and operation of the
Satellite  Dish in accordance  with the terms hereof and continuing on the first
day of each successive calendar month until such time as the Satellite Dish have
been  permanently  removed from the  Building,  and the roof of the Building has
been restored by Tenant,  in accordance with the terms of this  Agreement.  Such
amounts shall be deemed to be additional rent under the Lease.

          (3) Tenant shall not install,  maintain or operate the Satellite  Dish
until it receives  the prior  written  approval  of  Landlord in each  instance.
Landlord may approve or reject the  installation,  operation and  replacement of
the Satellite Dish within a reasonable time after the Tenant submits:  (a) plans
and specifications for the installation of the Satellite Dish, (b) copies of all
governmental and quasi-governmental  permits,  licenses and authorizations which
the Tenant will obtain at its own cost and  expense;  and (c) a  certificate  of
insurance  evidencing  insurance coverage as required by the Lease and any other
insurance  reasonably required by the Landlord

<PAGE>
for the installation, operation, maintenance and/or replacement of the Satellite
Dish. Landlord may withhold approval if the installation, operation, maintenance
and/or replacement of the Satellite Dish may damage the structural  integrity of
the Building, interfere with any service provided by the Landlord or any tenant,
or reduce the amount of leasable space in the Building.

          (4) Tenant  covenants  and agrees that  neither  Tenant nor its agents
will  cause  any  damage  to the  roof  during  the  installation,  maintenance,
operation and/or replacement of the Satellite Dish. If Tenant hires contractors,
subcontractors or any other agent to install,  maintain,  operate or replace the
Satellite Dish,  Tenant shall provide  Landlord with a waiver of mechanics' lien
from all workers.

          (5) If  Landlord's  insurance  premium or real  estate tax  assessment
increases as a result of the Satellite Dish, Tenant shall pay such increase each
year,  as  additional  rent  under the  Lease,  upon  receipt of a bill from the
Landlord.

          (6) Tenant  shall have no right to an  abatement  or  reduction in the
amount of rent  hereunder  or under the Lease if for any  reason  the  Tenant is
unable to use the Satellite Dish.

          (7) Tenant  covenants  and agrees  that the  installation,  operation,
maintenance,  replacement  and removal of the Satellite Dish will be at its sole
risk.  Tenant  agrees to  indemnify  and defend  Landlord  against  all  claims,
actions,  damages,  liability and expenses in connection  with the loss of life,
personal  injury,  damage to  property  or  business or any other loss or injury
arising out of the installation,  operation, maintenance, replacement or removal
of the Satellite  Dish.  Tenant  agrees to indemnify  Landlord for all costs and
expenses  (including  reasonable  attorneys'  fees)  incurred as a result of any
litigation concerning the Satellite Dish.

          (8)  Landlord,  at its sole option,  may require  Tenant,  at any time
prior to the  expiration  of this  Agreement,  to terminate the operation of the
Satellite Dish if it is causing  physical damage to the structural  integrity of
the Building,  interfering with any other service  provided by the Building,  or
interfering with any other tenant's business.

          If,  however,  Tenant can correct the damage  caused by the  Satellite
Dish to Landlord's  reasonable  satisfaction  within sixty (60) days, Tenant may
restore its  operation.  If the Satellite  Dish is not corrected and restored to
operation within sixty (60) days, Landlord, at its sole option, may require that
Tenant remove the Satellite Dish at its own expense.

          (9) At the  expiration or sooner  termination of this Agreement or the
Lease or upon  termination of the operation of the Satellite Dish,  Tenant shall
be  required  to remove the  Satellite  Dish from the  Building at its own cost.
Tenant  shall remove and dispose of the  Satellite  Dish upon fifteen (15) days'
written  notice.  Tenant  shall  leave the  portion  of the  Building  where the
Satellite Dish was located,  in good order and repair,  reasonable wear and tear
excepted. If Tenant does not remove the Satellite Dish when so required,  Tenant
hereby  authorizes  Landlord  to remove and  dispose of the  Satellite  Dish and
charge Tenant for all costs and expenses  incurred.  Tenant agrees that Landlord
shall not be liable for any property disposed or removed by Landlord.

          (10) A default  under the Lease shall be deemed to be a default  under
this  Agreement  and a  default  under  this  Agreement  shall be deemed to be a
default under the Lease.

          Please sign in the space provided below to acknowledge  your agreement
to the foregoing.

                                                Very truly yours,

                                                RECKSON FS LIMITED PARTNERSHIP

                                                BY:  RECKSON FS, INC.,
                                                     its general partner

                                                BY:  /s/Mitchell Reckler
                                                     _____________________
                                                     Mitchell Reckler

Agreed to this 22nd day of
April, 1997

LOGIMETRICS, INC.

By:  /s/Russell Reardon
     ____________________
     Russell Reardon