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                                                                   Exhibit 10.15

                         REAL PROPERTY LEASING AGREEMENT

                                 NO. 326-61 0038

ROSATA Grundstucks-Vermietungsgesellschaft mbH & Co. Object Dischingen KG,
Dusseldorf

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- Lessor -

VARTA Geratebatterie GmbH, Hanover

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- Lessee -

I.   Object of the Lease

     Building housing production, administration and recreation and sanitary
     premises

<Table>
<Caption>
                                                  Intended use of
                                                  the Buildings:          Gross floor area:
                                                  --------------          ----------------
      <S>                                         <C>                     <C>
      located at
      Zinkelweg 2 and
      Dossenberger Str. in 89561 Dischingen

                                                  Production:   )                  11,058 m POWER OF 2
      Land Register:                              Warehouse:    )
      Land Register of the Heidenheim
      Local Court

                                                  Administration:                   1,997 m POWER OF 2
      for Dischingen                              Recreation/Sanitary:
                                                  Sub-lease:                            0 m POWER OF 2
      Folio:             737                      (others):                             0 m POWER OF 2
                                                                                   --------
      Sub-plot:          980                      Total:
      Folio:             1356
      Sub-plots:         987/1.987/3, 987/4
                         987/5                                                     13,055 m POWER OF 2
      Total size:        44,943 m(2)
</Table>

II.   TOTAL TERM OF THE LEASE:                                 22.5 years
      Initial term of the lease                                10.5 years

      Commencement of the total term of the lease of the existing buildings on:
      21 December 2000 Probable commencement of the total term of the lease

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                                                                             -2-

      of the new buildings:                               1 December 2001
      End of the initial term of the lease:                  30 June 2011
      End of the total term of the lease:                    30 June 2023

III.  PAYMENTS TO BE MADE BY THE LESSEE:

      The payments to be made by the Lessee shall be calculated on the basis of
      the Total Investment Costs (TIC) according to the nos. 1, 3 and 5

<Table>
      <S>                <C>                   <C>
      Estimated total    EUR   8,356,000.00            assumed depreciation for wear
                                                       and tear
      Consisting of:
      Real property      EUR   1,584,000.00
      Old buildings      EUR   4,372,000.00    approx. 3.7958 % p.a.
      New buildings      EUR   2,300,000.00            3.0000 % p.a.
      Others             EUR     100,000.00    approx. 3.7958 % p.a.
</Table>

      The stated depreciation for wear and tear (ABSETZUNG FUR ABNUTZUNG, AfA)
      rates serve as a basis for the calculation of the rent and the contractual
      residual value.

<Table>
      <S>                                                   <C>
      Assumed contractual residual value
      at the end of the initial term of the lease:          EUR 5,907,678.87
      at the end of the total term of the lease:            EUR 3,042,700.71
</Table>

      1. General fee (KONZEPTIONSGEBUHR):                  0.40 % of the TIC

      2. Payments to be made prior to the commencement of the total term of the
         lease:

         a)  Pre-rental payment (VORMIETE):
         b)  Commitment compensation              )
             (BEREITSTELLUNGSENSCHADIGUNG):       )        See Addendum No. 1
         c)  Interest on input tax (pursuant to   )
             Sec 4 no. c):                        )

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                                                                             -3-

      3. Payments to be made subsequently to the commencement of the total term
         of the lease:

         a)  Total amount of rent instalments plus advance payment on rent
             (Total amount payable):                       See Addendum No. 1

         b)  The amount and the assessment of the advance payments of rent shall
             be determined in accordance with Annex 1 to this Agreement.

         c)  Provisionally assessed amount of the advance payment of rent is
             after the initial term of the lease: EUR 3,407,678.68

      4. Adjustments of the rent due to conversion of interest
         (conversion date):                               still to be determined

      5. Contribution to administration costs:            0.35 % p.a.

      6. Ancillary costs:

         Subject to submission of appropriate evidence, the Lessee shall
         reimburse the Lessor for any ancillary costs incurred in accordance
         with Sec 5.

      7. Turnover tax

         If there is an obligation to pay turnover tax (perhaps due to an
         option) turnover tax shall be payable at the applicable statutory
         rate in addition to all payments to be made by the Lessee under this
         Agreement.

IV.   RENTAL ACCOUNT OF THE LESSOR:

      Commerzbank AG, Dusseldorf, Account no. 2481059 (Sorting code 300 400 00)

V.    ADDENDA:

      Addendum No. 1

VI.   PROVISION OF DOCUMENTS:

      - none -

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                       TERMS AND CONDITIONS OF THE LEASING

                                      SEC 1

         OBJECT OF THE LEASE/COMMENCEMENT OF THE TOTAL TERM OF THE LEASE

1.      The Object of the Lease is the real property referred to in I above. All
        machines and installations which are not part of the Object of the Lease
        in the sense of sec 68 of the Tax Valuation Act (BEWERTUNGSGESETZ, BewG)
        shall not fall under this Agreement, even if they are fittings or
        fixtures of the property. Sec 7-10 of this Agreement shall be continued
        or may be appropriate in view of the Lessee's use of the Object of the
        Lease.

2.      The total term of the lease shall commence when the possession of the
        Object of the Lease is transferred to the Lessee. Possession of the
        Object of the Lease shall be transferred upon its completion or
        acquisition by the Lessor, as the case may be, and any defects the
        Object of the Lease may have at this point in time shall be recorded.
        Possession shall be transferred even if the Object of the Lease has
        minor defects (as defined in sec 12 no 3 of Part B of the Award Rules
        for Building Work (VERDINGUNGSORDNUNG FUR BAULEISTUNGEN, VOB)). The
        Lessor shall not assume any warranty regarding the anticipated date of
        transfer of possession referred to in II below.

                                      SEC 2

                          TOTAL INVESTMENT COSTS (TIC)

1.      The TIC shall include all expenses incurred by the Lessor in connection
        with the purchase of the property or the heritable building right and
        the procurement or construction of the Object of the Lease as well as
        any tax (e.g. turnover tax, real property transfer tax) incurred in this
        connection, including taxes which are newly introduced or which become
        payable due to any circumstances occurring after the conclusion of this
        Agreement, i.e. inter alia:

        The purchase price, including transaction costs (e.g. costs of the
        recording by a notary) and/or the construction costs, including fees of
        public authorities and insurance premiums payable during the period of
        construction, development costs, valuation and other costs charged by
        third parties in connection with the creation of mortgages on the
        property, real property transfer tax, even if such additional tax
        liability is triggered by a third person joining

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                                                                             -5-

        the Lessor as a partner, as well as any non-deductible turnover tax,
        including any supplementary payments under tax law (e.g. interest).

        All expenses shall be included in the TIC - irrespective of the time at
        which they have arisen or been assessed by the relevant authorities -
        including expenses that may be incurred or that may be assessed after
        the transfer of possession of the Object of the Lease in accordance with
        Sec 1 or after the assessment of the TIC in accordance with no. 2 of
        this Sec.

        Any deductible turnover tax paid by the Lessor on the TIC shall not be
        included in the TIC.

2.      The TIC shall be assessed by the parties jointly when all invoices are
        available. The amount of the payments to be made by the Lessee in
        accordance with III nos. 1, 3 and 5 as well as the contractual residual
        value in accordance with III shall be assessed on the basis of the TIC
        jointly determined by the parties. This shall apply accordingly with
        respect to any TIC becoming due at a later point in time. If the
        estimated TIC are exceeded, the provision in Sec 4 no. 8 shall apply up
        to a partial amount of 10 % of the estimated TIC.

                                      SEC 3

                             APPROVAL TO AGREEMENTS

The Lessor shall submit the agreements to be concluded by it in connection with
the procurement and the construction of the Object of the Lease to the Lessee
for approval. By giving its approval, the Lessee accepts that the Lessor meets
all payment obligations arising under these agreements and in connection with
their implementation and that all costs thus incurred shall be part of the TIC
in accordance with Sec 2 or the ancillary costs in accordance with Sec 5.

                                      SEC 4

                             PAYMENTS OF THE LESSEE

1.      General fee

        The general fee shall be payable as a one-off payment at the conclusion
        of the Agreement.

2.      Payments to be made prior to the commencement of the total term of the
        lease

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                                                                             -6-

        a)   Pre-rental payment:

             The pre-rental payment shall be payable for the total investment
             costs (TIC) placed at disposal by the Lessor, but not yet paid out.

        b)   Financial commitment fee:

             The financial commitment fee shall be charged on any TIC held
             available but not yet paid out by the Lessor.

        c)   Interest on input tax:

             Interest on input tax shall accrue at the current account borrowing
             rate of Commerzbank AG, as applicable from time to time, or any
             turnover tax paid by the Lessor on the TIC, provided, however, that
             such interest shall also accrue to the extent that the Lessor has
             filed an application for reimbursement of such input tax, and
             further provided that such interest accrues only for as long as
             such application may be pending with the tax office. The same shall
             apply accordingly with respect to turnover tax that the Lessor pays
             only subsequently to the commencement of the total term of the
             lease.

        These payments shall be charged to the Lessee monthly on the basis of
        the amount of TIC paid (pre-rental payment) or not yet paid (financial
        commitment compensation) by the end of the respective month, in addition
        to which interest on input tax shall accrue.

3.      Rent payable after the commencement of the total term of the lease

        a)   The total amount of rent plus advance payments on rent shall be
             calculated on the basis of the final total investment costs (Sec 2)
             in consideration of the term and the interest rate agreed with the
             Lessee. The distinction between rent and advance payment on rent
             arises from Annex 1 and depends on the depreciation for wear and
             tear pursuant to III.

        b)   The advance payment of rent shall be used by the Lessor for
             redeeming financing liabilities. After the end of the initial term
             of the lease, the amount of the advance payment of rent shall be
             equivalent to the balance between the financing liabilities
             redeemed by that point in time and the amount of the depreciation
             for wear and tear existing at that time in accordance with III. No
             interest shall accrue on the advance payment of rent. This has been
             taken into account when the rent was agreed. The advance payment of
             rent shall be redeemed as of the end of the initial term of the
             lease

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                                                                             -7-

             and shall be made on a yearly basis in the amount of the
             depreciation for wear and tear as referred to in III. The
             redemption shall be made by set-off against the rent payable by the
             Lessee to the Lessor. Any balance of the advance payment of rent
             outstanding by the end of the total term of the lease shall then be
             redeemed in one amount. The Lessor shall be entitled to prematurely
             redeem all or any part of the advance payment of rent at any time.

4.      Adjustments of the rent

        In due time before the conversion date (KONVERSIONSZEITPUNKT), the
        Lessor shall be entitled and obliged to re-asses the rent and the
        advance payment of rent for the next fixed-rent period
        (FESTSCHREIBUNGSZEITRAUM) on the basis of the agreed terms and taking
        into account any redemption payments made, the residual term of the
        relevant terms of the lease and the interest rate to be agreed with the
        Lessee.

        If the Lessor and the Lesse fail to reach an agreement on the interest
        rate, the Lessee shall be entitled to procure financing funds itself.
        Such financing facilities procured by the Lessee shall be used if the
        financing costs can thus be reduced by 0.1 % p.a. or more, provided that
        the terms and conditions shall otherwise correspond to those proposed by
        the Lessor. Any costs incurred in connection with a restructuring of the
        financing arrangements shall be borne by the Lessee. Until an agreement
        on the interest rate is reached between the Lessor and the Lessee, the
        rent shall be calculated on the basis of the current account borrowing
        rate applied by the financial institution which has previously provided
        the financing.

5.      Contribution to administration costs

        The contribution payable to administration costs as of the conclusion of
        this Agreement shall not be subject to change.

6.      Ancillary costs

        The Lesse shall reimburse the Lessor for all ancillary costs referred to
        in Sec 5 against submission of appropriate evidence.

7.      Depreciation

        The rents are based on the rates of depreciation specified in III. If a
        change in the assumed useful life of the Object of the Lease occurs and
        has the effect that the depreciation rates permissible under tax law
        also change, this shall have no effect on the aggregate total of the

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                                                                             -8-

        rent instalments and the advance payment of rent. The manner in which
        such depreciation shall affect the rent and advance payment of rent and
        the contractual residual value shall be adjusted as appropriate. The
        same shall apply with respect to any modification of the basis of
        depreciation that may become required.

8.      Insufficiency of the estimated TIC

        If the estimated TIC are exceeded, the Lessor and the Lessee shall, as a
        first step, engage in joint efforts to obtain further financing funds.
        If such a joint effort is unsuccessful and the Lessor and the Lessee
        also do not agree on any other arrangements in this respect, the Lessor
        may require the Lessee to pay the balance between the estimated and the
        actual TIC in the form of a contribution to the procurement costs up to
        an amount equivalent to 10 % of the estimated TIC.

                                      SEC 5

                                 ANCILLARY COSTS

All costs and taxes incurred in connection with purchasing, owning or leasing
out the Object of the Lease, or any change concerning the current or future
owners of the partnership acting as Lessor shall be ancillary costs. This shall
include, without limitation:

1.      the costs of all insurances taken out (Sec 9);

2.      payments to be made on a permanent basis under real property purchase or
        heritable building rights agreements concluded by the Lessor;

3.      all taxes payable in connection with the property (e.g. real property
        tax), duties, contributions, fees as well as any other charges or
        obligations of any kind arising from the possession of the property;
        this shall apply even if such taxes, duties, contributions, fees or
        other charges or obligations are newly introduced or assessed during the
        term of the lease;

4.      turnover tax levied as a result of a change in use;

5.      any trade tax payable by the Lessor or any member or corporate entity of
        or related to the Lessor (ORGANTRAGER) as well as any newly introduced
        or newly assessed taxes or charges;

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                                                                             -9-

6.      any additional payment to be made in connection with the taxes referred
        to in this Agreement, unless the Lessor is responsible for such extra
        payment becoming due;

7.      costs of outside services incurred by the Lessor as the corporate entity
        owing the property (OBJEKTGESELLSCHAFT), e.g. assuming liability and/or
        management services, establishment costs, costs of any necessary
        amendments to statutes, costs of annual audits, contributions payable to
        the Chambers of Commerce and Industry, etc.

8.      costs of drafting tax returns to be filed for the assessment of the
        taxable value of the Object of the Lease;

9.      costs of monitoring the condition of the building.

                                      SEC 6

                                MODES OF PAYMENT

1.      The payments owed by the Lessee shall be made without consideration of
        the condition or the serviceability of the Object of the Lease. Even if
        the Object of the Lease is defective or unfit for use, the Lessee shall
        not be entitled to reduce, withhold or set-off payments in full or in
        part, unless the relevant claims are undisputed or are based on a final
        and absolute court ruling. The Lessee may, however, request a reduction
        of the payments it is obliged to make in the event of any accidental
        full or partial loss of the Object of the Lease or of the Object of the
        Lease being fully or partly destroyed, without the Lessee being
        responsible for such loss or destruction or in the event that the use of
        the Object of the Lease is impossible for a long time due to reasons for
        which the Lessee is not responsible.

2.  a)  70.72 % of the net rent and the net advance payment of rent and 100 % of
        the contribution to administration costs as well as statutory turnover
        tax on the total rent, the advance payment of rent and the contribution
        to administration costs shall be payable quarterly in advance no later
        than on the third calendar day of the relevant quarter (date as of which
        such payment is credited to the Lessor's rental account).

        29.28 % of the net rent and the net advance payment on rent shall be
        payable quarterly in arrears no later than on the third calendar day of
        the subsequent quarter (date as of which such payment is credited to the
        Lessor's rental account).

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                                                                            -10-

        If the Lessee fails to comply with these payment dates, it shall be
        deemed to be in default of payment (VERZUG) as of that point in time.

    b)  Other payments to be made by the Lessee shall be payable 10 days
        after the receipt of an invoice of the Lessor. The Lessor and the Lessee
        have agreed that the Lessee shall be deemed in default of payment as of
        the date of receipt of a reminder, but in any case as of the 30th day
        after the due date.

3.      If the Lessee fails to make payments when due, the Lessor shall be
        entitled to charge default interest in the amount of the applicable
        current account borrowing rate of Commerzbank AG on any unpaid balance,
        unless the Lessee provides evidence that no damage or damage in a lower
        amount has been caused; any payment of default interest shall be without
        prejudice to any further claim for damages the Lessor may have.

4.      The Lessee authorises the Lessor to collect due payments owed to the
        Lessor's account referred to in V by using debit entries.

5.      If payments of the Lessee are not sufficient to meet all its payment
        obligations towards the Lessor, the Lessor may decide to which claims
        any payment made shall be credited.

                                      SEC 7

                             LIABILITY, MAINTENANCE,
                     REPAIR WORK AND ALLOCATION OF THE RISKS

1.      The Lessor shall only be liable for damage caused with intent or through
        gross negligence, unless otherwise stipulated in this Agreement.

2.      The Lessee shall maintain the Object of the Lease in a good condition at
        its own expense at any time so that it is fit for an can be used for its
        contractual purpose at any time. The costs of the operation,
        maintenance, servicing and of all repairs, including decorative repairs
        shall be borne by the Lessee. After a fruitless reminder to the Lessee,
        the Lessor shall be entitled to arrange for necessary repairs at the
        expense of the Lessee.

        If the Object of the Lease is destroyed, in full or in part, the Lessee
        shall be obliged to repair or rebuild it at its expense, unless the
        Lessee is not responsible for the full or partial destruction of the
        Object of the Lease. The risk of the accidental loss of the Object of
        the Lease, or any part thereof, shall be borne by the Lessee.

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                                                                            -11-

        In the event that third parties (insurance companies, parties liable for
        damage etc.) make compensation payments for damages to the Lessor, the
        Lessor shall reimburse the Lessee for any amounts already spent by the
        Lessee with respect to the relevant damage, or shall be used to finance
        repairs the Lessee is still required to make.

3.      The Lessee shall comply with all statutory regulations and obligations
        imposed by a competent authority. The Lessee shall also meet all
        obligations which the Lessor has in its capacity as owner of the
        property or principal to any building contract (BAUHERR) such as the
        duty to ensure that the property is safe (VERKEHRSSICHERUNGSPFLICHT) or
        in a condition which is in accordance with the contractual requirements.

        The Lessee shall hold the Lessor harmless with respect to any claims of
        third parties, including public authorities that arise during the period
        in which the Lessee is in possession of the Object of the Lease or
        during the term of this Agreement - as of the date of its conclusion -
        in connection with the planning, the construction, possession or use of
        the Object of the Lease. This release from liability shall apply in
        particular to all claims in connection with the avoidance or removal of
        substances harmful to the environment (in particular soil contamination,
        existing pollution or warfare agents). The Lessee shall bear all costs
        of any facilities or equipment that may be required under statutory
        regulations or obligations imposed by a competent authority. Any amounts
        paid by the Lessor in this respect shall be reimbursable by the Lessee
        immediately upon submission of appropriate evidence.

        The claim for release from liability of the Lessor against the Lessee
        shall not exist in the event that the Lessee has not caused the damage
        in question. The claims for release from liability of the Lessor in the
        event of extraordinary termination of this Agreement prior to the
        transfer of possession of the Object of the Lease are regulated in
        Sec 11 no. 5.

                                      SEC 8

                                   WARRANTIES

1.      The Lessee shall not be entitled to assert claims against the Lessor
        because of any defects or restricted usability of the Object of the
        Lease, unless the Lessor is responsible for such defects or restricted
        usability or unless otherwise stipulated in this Agreement.

2.      The Lessor hereby assigns all warranty claims it has against third
        parties as well as any claims due to faulty contractual performance
        (POSITIVE VERTRAGSVERLETZUNG) to the Lessee.

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                                                                            -12-

        The Lessee accepts the assignment and shall be obliged to assert such
        claims at its expense without delay; and to take legal action in due
        time if required. The Lessee shall be responsible for any contractual
        warranty periods being complied with and for any claim being asserted in
        due time. The Lessee shall consult the Lessor before agreeing to any
        changes to the agreed warranties.

        In the event that the assigned warranty claims or the claims due to any
        faulty contractual performance are not enforceable or not fully
        enforceable against third parties, the Lessor shall meet these claims
        instead of the third party concerned.

        The Lessee hereby assigns any such claims back to the Lessor effective
        as of the point in time the Agreement ends. To the extent that the
        Lessor met the relevant contractual obligation, the Lessee shall be
        obliged to assign such claims back to the Lessor as of an earlier point
        in time.

3.      The Lessee shall request any third party to make payments due with
        respect to warranties or faulty contractual performance to the Lessor
        and shall keep the Lessor up-to-date on the progress of efforts made to
        enforce such claims.

        The Lessor shall be obliged to use payments received by it under
        warranty claims or due to faulty contractual performance at its
        discretion either for the restitution of the Object of the Lease or the
        amounts payable by the Lessee shall be re-assessed as may be
        appropriate.

4.      The right of the Lessee to reduce the rent arises from Sec 6 and has
        priority over the provisions of Sec 8.

                                      SEC 9

                                   INSURANCES

1.      The Lessor shall take out the following insurances:

        a)   Fire insurance with extended coverage, including insurance against
             non-stated risks at replacement value with a premium escalator
             clause (WERTZUSCHLAGSKLAUSEL) or at sliding replacement value
             (GLEITENDER NEUWERT). Cover for costs of clean up or demolition
             work shall be included in the insurance.

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                                                                            -13-

        b)   liability insurance for house and property holders (HAUS- UND
             GRUNDBESITZERHAFTPFLICHTVERSICHERUNG) as well as liability
             insurance for damage caused to bodies of water or to the
             environment (GEWASSERSCHADEN- BZW. UMWELTHAFTPFLICHTVERSICHERUNG).

        The costs of such insurance shall be invoiced by the Lessor to the
        Lessee as ancillary costs in accordance with Sec 5 no. 1.

        The Lessee shall inform the Lessor of any missing or insufficient
        insurance cover without delay. The Lesse shall be obliged to inform the
        Lessor in particular of any additions of fittings or fixtures, changes
        in the building structure or changes in the use of the Object of the
        Lease. If the Lessee intends make such changes, it shall inform the
        Lessor thereof prior to their implementation.

        The Lessee agrees to comply with the terms of insurance and the security
        regulations of the insurance companies.

2.      The Lessee shall inform the Lessor without delay of any damage and shall
        ensure that the place at which the damage occurred remains unchanged
        until it is inspected by representatives of the insurance company.
        However, this shall not apply to measures required to reduce damage or
        to avoid consequential damage. The Lessee shall commission in its own
        name at its own expense specialised enterprises to carry out any
        necessary work required to limit damage and to then repair it in good
        time. After having examined and paid the invoices issued by such
        specialised enterprises for their services, the Lessee shall submit
        these invoices to the Lessor for further transmission to the insurance
        company.

3.      The Lessor shall be obliged to use the full amount of the compensation
        received from the insurer for the restitution of the Object of the Lease
        or the Lessor shall make such compensation available to the Lessee for
        this purpose. Any additional costs that may be incurred in connection
        with the full restitution of the Object of the Lease, including the fees
        of any experts, exceeding the amount of the insurance benefits shall be
        borne by the Lessee, unless it is not responsible for the full or
        partial destruction of the Object of the Lease.

        Any such additional costs that may have to be borne by the Lessee shall
        not give the Lessee any right to subsequently remove any fixtures that
        may be installed by it or to claim compensation for such additional
        expenses.

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                                                                            -14-

                                     SEC 10

           FIXTURES, CHANGES IN THE BUILDING STRUCTURE, CHANGES IN USE

1.      Any addition of fixtures or changes in the building structure - as well
        as changes in the use of the Object of the Lease - shall be subject to
        the prior written consent of the Lessor, irrespective of whether they
        affect the value or the usability of the Object of the Lease. All
        permits required under public law must be obtained prior to the carrying
        out of such measures. The Lessor may refuse its consent for cause only.

2.      The Object of the Lease shall be used for the purposes described in I.
        The Lessee shall evidence such use in appropriate form to the Lessor;
        this shall also apply in the event of sub-letting. The Lessee shall
        notify the Lessor without delay of any changes in use or if the Object
        of the Lease is vacated prematurely.

3.      The Lessee shall be entitled to remove fixtures, provided that it shall
        restore the Object of the Lease to its original condition at the end of
        the lease. Upon termination of this Real Property Leasing Agreement, the
        Lessee shall be obliged to restore the Object of the Lease to its
        original condition at its expense, provided that the costs of this shall
        not be disproportionate to the market value of the fixtures to be
        removed.

                                     SEC 11

                     PREMATURE TERMINATION OF THE AGREEMENT

1.      Any termination of this Agreement shall be ruled out in principle.

2.      However, either party shall be entitled to terminate the Agreement
        without notice for cause. Such cause shall be deemed to exist, in
        particular, if

        a)   the Object of the Lease is not purchased or built for reasons for
             which the party terminating this Agreement is not responsible;

        b)   in the event that insolvency proceedings are instituted against the
             other party or the institution of such proceedings has been refused
             for lack of assets;

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                                                                            -15-

        c)   in the event that any other judicial or out-of-court proceedings
             are instituted against the assets of the other party for the
             purpose of settling debts or in the event that the other party
             discontinues its payments;

        d)   in the event that the financial soundness of the other party
             deteriorates materially compared to the situation existing at the
             time of the conclusion of the Agreement and that this may
             jeopardise claims of the Lessee against the Lessor;

        e)   one contracting party fails to meet material contractual
             obligations (e.g. the obligation to maintain the Object of the
             Lease referred to in Sec 7 in a state of good repair) within two
             months as of the receipt of a written warning issued by the other
             contracting party or in the event that material consequences of
             breaches of contractual provisions are not repaired or cured
             without delay.

3.      In addition, the Lessor shall be entitled to terminate this Agreement
        without notice in the event that

        a)   the Lessee is in delay of payments owed under this Agreement in the
             amount of at least two rent instalments;

        b)   a third party which has assumed liability for the obligations of
             the Lessee as guarantor, joint and several debtor or in any other
             capacity comes to be in a situation described in 2 b) to e) above.

4.      The Lessor shall be obliged to withdraw an extraordinary termination
        pursuant to no. 2 d) or 3 a) and to continue the Agreement at the
        existing terms and conditions in the event that the Lessee pays the
        amounts in arrears within a period of six weeks as of the receipt of the
        termination statement or in the event that the Lessee provides
        sufficient collateral security. The same shall apply accordingly in the
        event that the Lessee continues to meet its other material contractual
        obligations without delay, repairs or cures any material consequences of
        breaches of contract within a period of six weeks as of the receipt of a
        termination statement. The Lessor shall draw the Lessee's attention to
        this provision if any extraordinary termination occurs.

5.      In the event that this Agreement is terminated prior to the transfer of
        possession for reasons for which the Lessee is responsible, the Lessee
        shall reimburse the Lessor for any TIC already incurred or still to be
        incurred in connection with the implementation of this Agreement.
        Moreover, the Lessee shall reimburse the Lessor for any necessary
        one-off or permanent expenses incurred, e.g. in connection with the
        possession of the real property. In

<Page>

                                                                            -16-

        addition, the Lessee shall reimburse the Lessor for any costs incurred,
        because the Lessor does not actually use any financing facilities
        obtained by it, provided only that evidence shall be provided for such
        costs having been incurred by the Lessor. The Lessor may require the
        Lessee to take its place as a party to any agreements concluded by the
        Lessor in connection with the implementation of this Agreement and to
        indemnify the Lessor from any obligations arising in connection with
        this Agreement.

        In addition, the Lessee shall pay the Lessor compensation for any own
        costs incurred by the Lessor due to a premature termination of the
        Agreement in an amount equivalent to 2 % of the estimated TIC referred
        to in III. Any general fee already paid shall be set-off against this
        amount. The Lessor may demand a higher compensation if it provides
        evidence that the damage suffered was higher than the compensation
        amount provided for above. The Lessee shall be entitled to provide
        evidence that the own costs of the Lessor were lower than the
        compensation amount provided for above.

        In the event that the Lessor assumed any obligation in connection with
        this Agreement at the explicit request of and in coordination with the
        Lessee in accordance with Sec 3, the Lessee shall be obliged to fully
        indemnify the Lessor in this respect even in the event that neither the
        Lessee nor the Lessor are responsible for the termination.

6.      In the event that the Agreement is terminated subsequently to the
        transfer of possession of the Object of the Lease to the Lessee for
        reasons for which the Lessee is responsible, the Lessee shall be obliged
        to indemnify the Lessor for any damage incurred by the latter due to the
        premature termination of the Agreement, including especially any damage
        that may be incurred if the Lessor is not able to lease or dispose of
        the Object of the Lease at all or only at less favourable conditions.
        Any benefits realised by the Lessor by leasing or otherwise disposing of
        the Object of the Lease shall be set-off against the Lessor's claims for
        damages.

7.      Any reimbursement of contributions to building costs made by the Lessee
        shall be ruled out irrespective of whether this Agreement is terminated
        prematurely or as of the end of its contractual term.

<Page>

                                                                            -17-

                                     SEC 12

                                  MISCELLANEOUS

1.      Sub-letting

        Sub-letting shall be permissible subject to the Lessor's prior consent;
        the Lessor may refuse its consent to sub-letting for cause only.

2.      Assignments of the Lessee/Consent of the Lessor

        In order to provide collateral security for any current or future claims
        under this Agreement, the Lessee hereby and as of now assigns to the
        Lessor all its current and future rights under sub-lease agreements
        (including any dispositive rights (GESTALTUNGSRECHTE)), such as the
        right to terminate sub-lease agreements, as well as rights of lien
        (VERMIETERPFANDRECHT)). The Lessor accepts this assignment. The Lessor
        shall be entitled to disclose this assignment to any interested third
        party, provided that it has informed the Lessee of this intention in
        writing no later than one week before the date of disclosure.

        After the due implementation of this Agreement, the Lessor shall assign
        its claims under para 1 of this Sec back to the Lessee.

        The Lessee may assign its rights and claims under this Agreement to
        third parties only with the prior consent of the Lessor.

3.      Assignment of the Lessor

        The Lessor shall be entitled to assign its rights and claims under this
        Agreement to third parties for financing purposes. The Lessee hereby and
        as of now consents to such assignment to third parties and agrees that
        the Lessor allows such third parties to inspect any records or documents
        the Lessee may have provided to the Lessor in connection with any claims
        or rights to be assigned in accordance with this provision.

4.      Collateral security

        The Lessee and the Lessor agree as of now that the Lessor shall have a
        right of lien on any current or future claims of the Lessee against the
        Lessor. The lien shall serve a collateral security for all current or
        future claims, including contingent claims which the Lessor has or will
        have against the Lessee.

<Page>

                                                                            -18-

5.      Right of inspection

        After prior arrangement with the Lessee, the Lessor shall be entitled to
        inspect the Object of the Lease or to have it inspected by agents during
        normal business hours.

6.      Electronic data processing/data protection

        The Lessee agrees that the data included in this Agreement will be
        provided to and electronically recorded by CommerzLeasing und Immobilien
        AG, Dusseldorf.

7.      Obligation to occupy the Object of the Lease

        The Lessee shall be obliged to ensure that the Object of the Lease shall
        be occupied throughout the term of the lease.

8.      Return of the Object of the Lease

        Upon the termination of this Agreement, the Object of the Lease shall be
        returned to the Lessor in such a condition that it is ready for
        occupancy, free of any substances harmful to the environment (in
        particular soil contamination, existing pollution or warfare agents).

9.      Provision of information

        The Lessee shall be obliged to inform the Lessor on its financial
        situation in a manner in which a borrower is obliged to do this towards
        its lender in accordance with Sec 18 of the Banking Act
        (KREDITWESENGESETZ, KWG). The Lessee shall provide the Lessor in
        particular with its annual financial statements, annual reports and/or
        reports of its auditor no later than six months after each balance sheet
        date. The Lessee shall inform the Lessor unrequested and without delay
        of any material changes in its financial or business situation or its
        corporate structure.

10.     Legal succession

        The Lessor and the Lessee shall be obliged to transfer their obligations
        under this Agreement to any legal successors.

11.     Amendments and side agreements

<Page>

                                                                            -19-

        Any amendments to this Agreement or side agreements shall require
        written form. Any oral side agreements shall require written
        confirmation.

12.     Severability clause

        Should any provision of this Agreement be or become invalid, the other
        provisions shall nevertheless remain valid. In such an event, the
        parties shall replace the invalid provisions with valid provisions whose
        contents corresponds to the greatest possible extent to that of the
        invalid provisions.

13.     Disposal of TIC

        The Lessor may only dispose of funds earmarked as TIC when it is ensured
        that the transfer of the title of ownership of the land required for the
        Object of the Lease, as well as the heritable building right, will be
        entered in the respective land registers in the Lessor's favour, in each
        case without being subject to any encumbrances, provided only that
        appropriate evidence shall be provided showing that such real property
        and heritable building right shall be encumbered with mortgages in
        favour of the party providing the required financing facilities and
        further provided that the Lessor shall be in possession of all documents
        referred to in VI and VII. The Lessee shall advance any sums that may
        become payable before the Lessee may dispose of any TIC financing
        facilities granted to it.

14.     Order of priority

        To the extent that obligations under the heritable building right
        agreement (ERBBAURECHTSVERTRAG) between the Lessee and the Lessor are
        being assumed by the Lessee under this Agreement, the relevant
        provisions of this Agreement shall be definitive in this respect.
        Provisions contained in any addenda to this Agreement shall always have
        priority over the original provisions of this Agreement.

15.     Offer of the Lessee

        The Lessee hereby offers to the Lessor to conclude this Real Property
        Leasing Agreement. This offer shall be binding on the Lessee for a
        period of six weeks as of the date of receipt of this offer by the
        Lessor.

<Page>

                                                                            -20-

        Dusseldorf, 29 June 2001              Hanover, 22 June 2001

        ROSATA Grundstucks-Vermietungs-       VARTA Geratebatterie GmbH
        gesellschaft mbH & Co.
        Objekt Dischingen KG

                                              /signed/

        /signed/ /signed/
        Lessor                                Lessee

<Page>

                                                                            -21-

                                 ADDENDUM NO. 1

             TO THE REAL PROPERTY LEASING AGREEMENT NO. 326-61 0038

                               OF 20 DECEMBER 2000

between     ROSATA Grundstucks-Vermietungsgesellschaft mbH & Co.
            Objekt Dischingen KG, Dusseldorf

            - hereinafter referred to as the "Lessor"

and         VARTA Geratebatterie GmbH, Hanover

            - hereinafter referred to as the "Lessee"

--------------------------------------------------------------------------------

The version of the Real Property Leasing Agreement attached to this Addendum
shall replace the Real Property Leasing Agreement No. 326-61 0038 of 20 December
2000, which applied up to now.

It was stipulated in the Leasing Agreement of 20 December 2000 that the Lessee
would indemnify the Lessor with respect to all obligations assumed by it in the
event that, within a deadine ending 31 March 2002, the Lessor would not receive
a long-term financing commitment by a credit institution willing to provide
refinancing facilities at the terms and conditions requested by the Lessor. This
proviso was made in Annex 4 to the Agreement of 20 December 2000. Since then,
however, the deadline for the issue of such a refinancing commitment was
extended until 31 May 2001 on the basis of an addendum dated 28 March 2001.

Such a financing commitment has now been issued by a refinancing banking
institution. However, this financing commitment is subject to the condition that
the Leasing Agreement shall provide for an advance payment of rent and, in
addition, for a second fixed term of the lease. The agreed total term of the
lease is to be 22.5 years. For this reason, the existing Real Property Leasing
Agreement is to be supplemented accordingly, i.e. certain minor changes are to
be made to that Agreement. The attached new version of the Leasing Agreement was
drawn up for considerations of clearness and transparency only.

Dusseldorf, 29 June 2001                      Hanover, 22 June 2001

ROSATA Grundstucks-Vermietungs-               VARTA Geratebatterie GmbH
gesellschaft mbH & Co.
Objekt Dischingen KG

/SIGNATURES/                                  /SIGNATURES/
Lessor                                        Lessee
......

<Page>

                                                                            -22-

                        RECORD OF TRANSFER OF POSSESSION

       IN ACCORDANCE WITH SECTION 1 OF THE REAL PROPERTY LEASING AGREEMENT


Lessee:                              Varta Geratebatterie GmbH
                                     Am Leineufer 51, 30419 Hanover

Lessor:                              ROSATA Grundstucks-Vermietungsgesellschaft
                                     mbH & Co. Objekt Dischngen KG
                                     Ludwig-Erhard-Allee 9, 40227 Dusseldorf

Real Property Leasing Agreement      No. 326-61 0038 of 20 December 2000
                                     Addendum No. 1 of 29/22 June 2001

Object of the Lease:                 Building with production, office and
                                     recreation/sanitary premises;
                                     here: the "new building"

Location:                            Dossenberger Strasse and Zwinkelweg 2
                                     89561 Dischingen

Land register details:               Land register for Dischingen
                                     which is kept by the Heidenheim Local Court
                                     folios:    737 and 1356
                                     sub-plots: 980, 987/1, 987/3, 987/4, 987/5


Possession of the Object of the Lease, as described above, was transferred to
the Lessee on 30 September 2002 (beginning of the total term of the lease). The
Lessee confirms that the Object of the Lease is in accordance with the
provisions of the Real Property Leasing Agreement. The Lessee further confirms
that the Object of the Lease is being used as described in no. I of the Real
Property Leasing Agreement.

Dusseldorf, 30 September 2002        Hanover, 30 September 2002

/TWO SIGNATURES/
ROSATA Grundstucks-Vermietungs-      Varta Geratebatterie GmbH
gesellschaft mbH & Co.
Objekt Dischingen KG


......
......

<Page>

                                                                            -23-

ADDENDUM NO. 1
TO THE SUPPLEMENTARY AGREEMENT NO. 1                      "OPEN TERMS"
TO THE REAL PROPERTY LEASING AGREEMENT NO. 326-61 0038    OF 20 DECEMBER 2000


--------------------------------------------------------------------------------


1.      Open terms

        The amount of the pre-rental payment, the commitment compensation, the
        rent and the advance payment of rent as provided for in sec. 4 nos. 2
        and 3 of the Real Property Leasing Agreement shall be left open for the
        time being, but shall be definitively determined effective as of the
        beginning of the fixed term of the rent at the very latest (transfer of
        possession of the Object of the Lease to the Lessee in accordance with
        sec. 1 of the Real Estate Leasing Agreement). Up to that point in time,
        the Lessee may demand at any time that the Lessor shall fix the amount
        of the rent and the advance payments of rent on the basis of the
        long-term financing terms specified by the Lessor.

2.      Long-term financing and assessment of the rent and advance payments of
        rent

        When the total term of of the lease begins, or at any other point in
        time prior to that, the Lessor shall assess the rent and the advance
        payment of rent on the basis of the capital market situation existing at
        the time of such assessment. Annex 1 to the Real Property Leasing
        Agreement shall be amended as appropriate.

        Beginning on 1 July 2002 and up to the end of the first fixed-rent
        period, the length of which shall be determined by the Lessee, the (net)
        aggregate total p.a. of the rent and the advance payment of rent shall
        be

<Table>
<Caption>
             Interest p.a. in %; loan principal  Rent and advance payment of rent (net)
                  to be paid out in full         p.a. in % of the Total Investment Costs (TIC)

                                                 Year 1 to 10.5            Year 1 to 10.5
                                                 TIC of                    TIC of
                                                 EURO 6,056,000            EURO 2,300,000
-----------------------------------------------------------------------------------------
                           <S>                            <C>                       <C>
                           6.00 %                         11.17%                    11.47%

                           6.50 %                         11.53%                    11.83%

                                                          (administration costs contribution in acc.
                                                          with sec. 4 para 5 not included)
</Table>

<Page>

                                                                            -24-

        The rent and the advance payment of rent for the next fixed-rent period
        shall be determined by the Lessor on the basis of the same assessment
        method, taking into account the redemption payments, the residual
        duration of the relevant term of the lease and the interest rate agreed
        with the Lessee.

3.      Pre-rental payments

        The Lessor shall determine the amount the pre-rental payments to be made
        in accordance with sec. 4 para 2 of the Real Property Leasing Agreement
        on the basis of the interest rate applicable to the relevant financing
        facilities. If any short-term financing facilities with a fixed-interest
        period of less than 6 months are used, the Lessor shall make an extra
        allowance of 0.25% of the amount of any such short-term financing
        facility.

        If the Lessee demands that the amount of the rent and the advance
        payment of rent be determined before possession of the Object of the
        Lease is transferred, the amount of the payments to be made under sec. 4
        nos. 2 a) and b) of the Real Property Leasing Agreement as of the point
        in time the long-term financing funds are disbursed shall be determined
        on the basis of the same financing terms as those used to calculate the
        amount of the rent and of the advance payment of rent.

Dusseldorf, 29 June 2001                      Hanover, 22 June 2001

ROSATA Grundstucks-Vermietungs-               Varta Geratebatterie GmbH
gesellschaft mbH & Co.
Objekt Dischingen KG

/SIGNATURES/                                  /SIGNATURES/
Lessor                                        Lessee

......

<Page>

                                                                            -25-

APPENDIX 1 TO ADDENDUM NO. 1 OF 29/22 JUNE 2001
TO THE REAL PROPERTY LEASING AGREEMENT NO. 326-61 0038 OF 20 DECEMBER 2000


between      ROSATA Grundstucks-Vermietungsgesellschaft mbH & Co.
             Objekt Dischingen KG, Dusseldorf

             - hereinafter referred to as the "Lessor"

and          Varta Geratebatterie GmbH, Hanover

             - hereinafter referred to as the "Lessee"


ADVANCE PAYMENTS OF RENT

The advance payments of rent provided for in III.3 shall amount to

<Table>
<S>                                            <C>     <C>
from 1 Jan. 2001 to 31 Dec. 2001               EUR     324,540.83
from 1 Jan. 2002 to 31 Dec. 2002               EUR     324,540.83
from 1 Jan. 2003 to 31 Dec. 2003               EUR     324,540.83
from 1 Jan. 2004 to 31 Dec. 2004               EUR     324,540.83
from 1 Jan. 2005 to 31 Dec. 2005               EUR     324,540.83
from 1 Jan. 2006 to 31 Dec. 2006               EUR     324,540.83
from 1 Jan. 2007 to 31 Dec. 2007               EUR     324,540.83
from 1 Jan. 2008 to 31 Dec. 2008               EUR     324,540.83
from 1 Jan. 2009 to 31 Dec. 2009               EUR     324,540.83
from 1 Jan. 2010 to 31 Dec. 2010               EUR     324,540.83
from 1 Jan. 2011 to 31 June 2011               EUR     162,270.41

SUM OF ADVANCE PAYMENTS OF RENT                EUR   3.407.678.68
</Table>

The above figures shall be adjusted as may be appropriate at the time of the
initial assessment of the applicable interest rate and the figures thus
calculated shall then be definitive until the end of the relevant fixed-interest
period, after which sec. 4.4 of the Real Property Leasing Agreement (adjustments
of the rent) shall apply.

......