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                                                                  EXHIBIT 10.13C

                            THIRD AMENDMENT TO LEASE


        This Third Amendment To Lease ("Amendment") is made and entered into
this 10th day of March, 2000, by and between MONY Life Insurance Company, a New
York corporation (hereinafter called "Landlord"), and Timeline, Inc.,
(hereinafter called "Tenant").

                                    RECITALS

                A. Landlord and Tenant have entered into that certain Lease
                dated September 8, 1995 as amended June 27, 1996, and on March
                20, 1999, (the "Lease") with respect to the leasing of 12,354
                net rentable square feet of space known as Suite 106 (the
                "Premises") in the building located at 3055 112th NE, Bellevue,
                Washington ("Building"). Any capitalized terms used herein and
                not otherwise defined shall have the same meaning as in the
                Lease.

                B. Landlord and Tenant now desire to enter into this Amendment
                to amend the Lease in order to increase the Term pursuant to the
                terms provided herein.

        NOW THEREFORE, in consideration of the mutual covenants and agreements
contained in the Lease and in this Amendment and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged,
Landlord and Tenant hereby further covenant and agree as follows:

                                    AGREEMENT

                1. Effective May 1, 2001, ("Effective Date"), the following
                sections of the Lease shall be amended as provided below:

                        a. Monthly Rental. Section IV.A. and the Rental Schedule
                        contained in Exhibit D of the Lease shall be amended to
                        change the Monthly Rental payable under the Lease to
                        that specified in the following schedule:

                        The total Monthly Rental for the entire term is equal to
                        $1,079,799.04 and shall be payable monthly in accordance
                        with the provisions of the Lease in installments as set
                        forth below:

<TABLE>
<CAPTION>
                        Months                Monthly Rental
                        ------                --------------
<S>                                           <C>
                        5/1/01 - 4/30/02      $28,826.00
                        5/1/02 - 4/30/03      $29,979.00
                        5/1/03 - 4/30/04      $31,178.17
</TABLE>

                        b. Base Operating Expense Section I. J. Effective May 1,
                        2001 the Base Operating Expense shall be adjusted to
                        reflect the actual amount for 2001.


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                        c. Tenant Improvements Exhibit C. The Construction Work
                        Letter shall be replaced with the following
                        understanding: Tenant accepts the Premises in "where-is"
                        "as-is" condition with all faults. Landlord agrees to
                        have the Premises painted using building standard paint
                        and the carpets professionally cleaned at a time
                        mutually agreeable to Tenant and Landlord after May 1,
                        2001.

                2. Brokers & Agents. Tenant warrants and represents that it has
                not dealt with any real estate broker or agent other than NONE
                in connection with this Lease or its negotiation. Tenant shall
                indemnify and hold Landlord harmless from any cost, expense or
                liability (including costs of suit and reasonable attorneys'
                fees) for any compensation, commission or fees claimed by any
                other real estate broker or agent in connection with this Lease
                or its negotiation by reason of any act of Tenant. Further,
                Tenant agrees that Landlord shall not be responsible for, and
                Tenant shall indemnify and hold Landlord harmless from and such
                liability for compensation, commission or fees claimed by any
                real estate broker or agent representing Tenant in connection
                with any renewal, extension modification or other matter
                relating to this Lease.

                3. Ratification. Except as hereby amended, all terms and
                conditions of the Lease shall remain unchanged and Landlord and
                Tenant hereby acknowledge and confirm that the same are in full
                force and effect.

                4. Entire Agreement. This Amendment embodies the entire
                understanding between Landlord and Tenant with respect to the
                subject matter hereof and can be changed only by an instrument
                in writing executed by both Landlord and Tenant.

                5. Conflict of Terms. In the event that there is any conflict or
                inconsistency between the terms and conditions of the Lease and
                those of this Amendment, the terms and conditions of this
                Amendment shall control and govern the rights and obligations of
                the parties.

        IN WITNESS WHEREOF, Landlord and Tenant caused this agreement to be duly
executed effective the day and year first above written.

"TENANT"                                         "LANDLORD"

Timeline, Inc., a Washington corporation.        MONY Life Insurance Company,
                                                 a New York corporation.

By: /s/ Charles R. Osenbaugh                     By: /s/ Mark E. Novack

Its: President                                   Its:

                                                 Mark E. Novack, Assistant Vice
                                                 President


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                                    EXHIBIT A



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