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                           ADDENDUM TO LEASE AGREEMENT


         THIS ADDENDUM TO LEASE AGREEMENT (this "Addendum") is made and entered
into this 18th day of November, 1997, by and between EAGLE PROPERTIES, L.L.C., a
South Dakota limited liability company ("Landlord"), and SERVICE ONE
INTERNATIONAL CORPORATION ("Tenant").

                                    RECITALS:

         1. Landlord and Tenant are parties to a certain Lease Agreement dated
February 28, 1997, the terms and conditions of which are incorporated herein by
this reference (the "Lease").

         2. The Lease concerns the occupancy and use of certain business
premises which are described in the Lease and which are
located at 400 South Sycamore Avenue, Sioux Falls, South Dakota
(the "Leased Premises").

         3. Pursuant to this Section 2 of the Lease, the term of the Lease
expires on February 28, 1998, unless sooner terminated as provided therein.

         4. The parties have agreed to extend the Lease, as modified herein, for
an additional two (2) year period commencing on March 1, 1998, with additional
options to renew being granted by Landlord to Tenant thereafter.

         5. The parties desire to execute and enter into this Addendum for the
purpose of amending and modifying the Lease and to specify the terms and
conditions governing their relationship during the extension period.

                                   AGREEMENT:

         In consideration of the recitals set forth above, and in
further consideration of the mutual covenants, promises and undertakings agreed
to by the parties, the sufficiency of which such consideration is hereby
conclusively established, the parties, intending to be legally bound, hereby
agree as follows:

         1. TERM. The term of the Lease is hereby extended for a period of two
(2) years commencing on March 1, 1998, and ending on February 28, 2000. All
terms and conditions set forth in the Lease, as amended by this Addendum, shall
continue to apply through the entire extension period.

         2. RENEWAL OPTIONS. Upon the expiration of the two (2) year extension
of the Lease as set forth in Section 1 above, and so long as Tenant is not in
default under the terms of the Lease, as modified by this Addendum, Tenant
shall have the right and option to renew this Lease for five (5) consecutive one
(1) year periods commencing



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on March 1, 2000. Tenant shall give written notice of its intention to renew, if
at all, no later than six (6) months prior to the expiration of the initial two
(2) year extension of the Lease or no later than three (3) months prior to the
expiration of any one (1) year renewal period, as the case may be. In the event
Tenant exercises its renewal option(s), all terms and conditions set forth in
the Lease, as amended by this Addendum, shall continue to apply through the
entire renewal period(s).

         3. RENT. The parties agree that the minimum rent payable by Tenant to
Landlord under Section 7 of the Lease shall be SEVEN THOUSAND TWO HUNDRED
TWENTY-THREE DOLLARS AND SEVENTY-ONE CENTS ($7,223.71) during the first year of
the two (2) year extension of the Lease, and shall be adjusted each year
thereafter to reflect the corresponding increase in the Consumer Price Index
("CPI") as measured from the commencement of the prior extension or renewal
period to the commencement of the then-current extension or renewal period, as
the case may be. For these purposes, CPI shall mean the "ALL ITEMS 1982-84 = 100
FOR ALL URBAN CONSUMERS" as issued by the U.S. Department of Labor. The minimum
rent shall be increased by the same number of percentage points (figured to the
nearest one-tenth percent) as the CPI has increased during the relevant period.
No such adjustment shall reduce the minimum rent below that provided in Section
7 of the Lease.

         4. IMPROVEMENTS. Any additional improvements to the Leased Premises
shall be at the sole cost and expense of Tenant, and shall in all other respects
as governed by the terms and conditions of the Lease.

         5. NO SMOKING. Tenant understands that the Building (as defined in the
Lease) is a non-smoking facility and that no smoking is permitted either within
the Building or within twenty (20) feet of any door of the Building.

         6. COMPLIANCE. Unless otherwise specified herein, all of the terms and
conditions of the Lease shall remain in full force and effect during any
extension and/or renewal period provided for herein. The parties agree that they
shall comply in all respects with all of the terms and conditions of the Lease,
as modified by this Addendum.

         7. CONSTRUCTION. Any inconsistency or ambiguity between the terms and
conditions of the Lease and the terms and conditions of this Addendum shall be
resolved solely by reference to this Addendum.

         8. FURTHER ASSURANCES. The parties shall undertake to perform any and
all actions and to execute and deliver any and all documents which are required,
necessary, or convenient in order to effectuate the transactions referred to
herein.


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         9. BINDING EFFECT/BENEFIT. This Addendum shall be binding upon the
parties hereto and shall be binding upon and inure to the benefit of their
respective legal representatives, successors, heirs and assigns.

         10. ENTIRE AGREEMENT. This Addendum constitutes the entire
understanding and agreement of the parties with respect to the transactions
contemplated herein. Each of the parties has caused to be included herein all
representations and warranties which he considered material with respect to the
transactions contemplated herein.


                                                     LANDLORD:

                                   EAGLE PROPERTIES, L.L.C., a South
                                   Dakota limited liability company


                                   By /s/ Steven I. Bechtold
                                      -----------------------------------------
                                       As Its  Member

                                   TENANT:

                                   SERVICE ONE INTERNATIONAL CORPORATION


                                   By /s/ Cynthia Hassoun
                                      -----------------------------------------
                                       As Its Chief Coordinating Officer


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