THIRD LEASE AMENDMENTBetween    KENT CENTRAL, LLC    and    TULLY'S COFFEE CORPORATION.

This
Third Lease Amendment dated the 7th day of November, 2000 is attached to and made part of that certain Lease dated August 16, 1999, as amended by that certain First Lease
Amendment dated December 17, 1999 and as further amended by that certain Second Lease Amendment dated June 6, 2000 (hereinafter collectively referred to as the "Lease") by and between
Kent Central, LLC., a Washington limited liability company, hereinafter called Lessor ("Lessor"), and Tully's Coffee Corporation., a Washington corporation, hereinafter called the Lessee ("Lessee"),
covering the Premises located at 3100 Airport Way South, in Seattle, Washington (the "Premises"). The Premises are more particularly described in the Lease as amended.

The
terms used herein shall have the same definitions as set forth in the Lease.

In
consideration of the mutual covenants and promises contained in this Third Lease Amendment and the Lease, Lessor and Lessee agree as follows:

Except
as otherwise modified by the terms of this Third Lease Amendment, all other terms and conditions of the Lease remain unchanged and in full force and effect.

|LESSOR:
KENT CENTRAL, LLC |  | LESSEE:
TULLY'S COFFEE CORPORATION
|------------------------- |  | ----------------------------------
|                          |  |                                   
|/s/LARRY R. BENAROYA      |  | /s/TOM T. O'KEEFE                 
|By:                       |  | Larry R. Benaroya                 
|Its:                      |  | Manager                           
|Date:                     |  |                                   

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|STATE OF WASHINGTON | ] |  |     |  | 
|------------------- | - |  | --- |  | 
|                    | ] |  | ss. |  | 
|COUNTY OF KING      | ] |  |     |  | 

I
certify that I know or have satisfactory evidence that Larry R. Benaroya is the person who appeared before me, a Notary Public in and for the State of Washington duly commissioned
and sworn, and acknowledged that he is the Manager of Kent Central, LLC, a Washington limited liability company,
who executed the within and foregoing instrument, and acknowledged the instrument to be the free and voluntary act and deed of said company for the uses and purposes therein mentioned, and on oath
stated that affiant is authorized to execute said instrument on behalf of said company.

IN
WITNESS WHEREOF I have hereunto set my hand and affixed my official seal the day and year first above written.

| |  | /s/REBECCA A. BETHELLNotary Public in and for the
State of Washington
residing at Seattle
Commission expires 11/9/02
Print Name Rebecca A. Bethell
| |  | --------------------------------------------------------------------------------------------------------------------------------------------------

|STATE OF WASHINGTON | ] |  |     |  | 
|------------------- | - |  | --- |  | 
|                    | ] |  | ss. |  | 
|COUNTY OF KING      | ] |  |     |  | 

I
certify that I know or have satisfactory evidence that TOM T O'KEEFE is the person who appeared before me, a Notary Public in and for the State of Washington duly commissioned and
sworn, and acknowledged that he/she is the Chairman & CEO, of Tully's Coffee Corporation, a Washington corporation who executed the within and foregoing instrument, and acknowledged the
instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that affiant is authorized to execute said instrument on behalf
of said corporation.

IN
WITNESS WHEREOF I have hereunto set my hand and affixed my official seal the day and year first above written.

| |  | /s/PAMELA K. JOHNSONNotary Public in and for the
State of Washington
residing at Bellevue
Commission expires 2/2/04
Print Name Pamela K. Johnson
| |  | ------------------------------------------------------------------------------------------------------------------------------------------------

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