**Exhibit      10.2**

**EY      Partners, LLC**
**Audible,      Inc**

| 1.     | Additional                Demised Premises:  | The                premise consists of 7605 rentable square feet on the second floor                of the                building.                                                                                                                                                                                                                                                                                                                                                                 |
|--------|---------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 2.     | Commencement                Date:            | The                Commencement Date shall be upon receipt of stamped plans by landlord                which                is to occur within 10 days after this the Sixth Modification of Lease                is                signed.                                                                                                                                                                                                                                                          |
| 3.     | Expiration                Date:                   | Lease                shall expire on December 31, 2008. Tenant agrees to modify its                cancellation option contained in the Fifth Modification To Lease                as                follows: Tenant shall have the right to cancel this lease anything                after                July 1, 2006 by giving Landlord six (6) month’s prior written notice.                Tenant agrees to pay Landlord $100,000 together with the cancellation                notice. |
| 4.     | Term:                                             | The                Term of the Lease shall be through December 31, 2008.                                                                                                                                                                                                                                                                                                                                                                                                                            |
| 5.     | Rent:                                             | As                of the Commencement Date of the Fourth Lease Amendment Agreement                the                annual rate per rentable square foot multiplied by the floor space                of the                Demised Premises shall be:                                                                                                                                                                                                                                             |
|   | 3/1/05-12/31/05                                   |     $16.50/sq.                ft.                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|   | 1/1/06-12/31/06                                   |     $17.50/sq.                ft.                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|   | 1/1/07-12/31/07                                   |     $18.50/sq.                ft.                                                                                                                                                                                                                                                                                                                                                                                                                                               |
| 6.     | Refurbishing:                                     | Tenant                accepts the additional premises on a as is. There is no work to be                done by                Landlord.                                                                                                                                                                                                                                                                                                                                                            |
| 7.     | Base                Year:                         | For                Taxes and Operating Expenses the base year shall be the calendar                year                commencing January 1, 2005.                                                                                                                                                                                                                                                                                                                                                  |
| 8.     | Tenant                Electric:                   | Tenant                electric is separately metered and will be directly billed to                Tenant.                                                                                                                                                                                                                                                                                                                                                                                          |
| 9.     | Rent                Commencement:                 | Ninety                (90) days after receipt of architectural places which shall be Ninety                days                and 2 weeks from this the Sixth Lease Modification dated                signature.                                                                                                                                                                                                                                                                                   |
| 10.    | Tenant                Percentage Share:           | Tenant                percentage Share as it relates to Operating and tax increase be 5.77%                based upon the building six of 131,708 square footage.                                                                                                                                                                                                                                                                                                                                   |
| 11.    | Parking:                                          | Landlord                will provide 30 spaces of which six (6) shall be                reserved.                                                                                                                                                                                                                                                                                                                                                                                                   |
| 12.    | Commission:                                  | The                Broker Commission if applicable shall be paid by Tenant, Audible                Inc.                                                                                                                                                                                                                                                                                                                                                                                             |
| 13.    | Ratification                of Lease:        | Except                as provided herein, all the terms and conditions of the Lease and                Amendments are in full force and                effect.                                                                                                                                                                                                                                                                                                                                      |