<PAGE>

                                                                   EXHIBIT 10.16

SUBLESSOR:  Cobalt Networks, Inc.,      SUBLEASED PREMISES: Approximately 10,230
            a California corporation    rentable square feet of the Premises,
                                        commonly known as 515-B Ellis Street,
                                        Mountain View, California

SUBLESSEE:  PMC-Sierra, Inc.            DATE: February 26, 2000
            a Delaware corporation

1.       PARTIES:

         This  Sublease is made and entered into as of February 26, 2000, by and
between  Cobalt  Networks,  Inc., a California  corporation  ("Sublessor"),  and
PMC-Sierra, Inc., a Delaware corporation ("Sublessee"). Pursuant to that certain
Renault  &  Handley  Industrial  &  Commercial  Real  Estate  Lease  dated as of
September 28, 1999,  entered into between Kifer  Investment Co.  ("Lessor"),  as
Lessor, and Sublessor,  as tenant, as amended by that certain First Amendment to
Lease dated as of January  27, 2000 (as  amended,  the "Master  Lease"),  Lessor
leased to Sublessor an approximately 29,842 square foot industrial building (the
"Premises")  located in Mountain  View,  California,  and commonly  known as 515
Ellis Street.  A copy of the Master Lease is attached hereto as ATTACHMENT 1 and
incorporated herein by this reference.

2.       PROVISIONS CONSTITUTING SUBLEASE:

         2.1.  MASTER  LEASE.  This  Sublease is subject to all of the terms and
conditions of the Master Lease.  Sublessee  hereby assumes and agrees to perform
all of the  obligations  of "Lessee"  under the Master  Lease to the extent said
obligations  apply to the Subleased  Premises and  Sublessee's use of the common
areas, except as specifically set forth herein. Sublessor does not assume any of
the obligations of Lessor under the Master Lease.  Sublessee  acknowledges  that
Sublessor's obligation to perform services,  provide utilities, make repairs and
maintain  insurance  shall be satisfied only to the extent that Lessor under the
Master Lease satisfies those same  obligations.  With respect to the performance
by Lessor of its obligations under the Master Lease, Sublessor's sole obligation
with  respect  thereto  shall be to request  the same,  on request in writing by
Sublessee,  and to use  reasonable  efforts  to  obtain  the same  from  Lessor;
provided,  however, Sublessor shall have no obligation to institute legal action
against Lessor.  Notwithstanding the foregoing,  Sublessor agrees to perform the
obligations  of  Sublessor  as tenant  under the Master Lease to the extent such
obligations are not assumed by Sublessee  hereunder.  Sublessee shall not commit
or permit to be committed on the  Subleased  Premises or on any other portion of
the  Premises  any act or omission  which  violates any term or condition of the
Master  Lease.  Except to the extent  waived or  consented  to in writing by the
other party or parties hereto who are affected  thereby,  neither of the parties
hereto will,  by  renegotiation  of the Master  Lease,  assignment,  subletting,
default or any other voluntary action,  avoid or seek to avoid the observance or
performance  of the terms to be observed or  performed  hereunder by such party,
but will at all times in good faith assist in carrying out all the terms of this
Sublease  and in taking all such action as may be necessary  or  appropriate  to
protect the rights of the other party or parties hereto who are affected thereby
against impairment. Nothing contained in this
<PAGE>

Section 2.1 or elsewhere in this Sublease  shall  prevent or prohibit  Sublessor
from (a)  exercising  its right to terminate  the Master  Lease  pursuant to the
terms thereof or (b) assigning its interest in this Sublease.

         2.2. INCORPORATED PROVISIONS. All of the terms and conditions contained
in the Master Lease are  incorporated  herein,  except as specifically  provided
below,  and the terms and  conditions  specifically  set forth in this  Sublease
shall constitute the complete terms and conditions of this Sublease,  except the
following paragraphs which are not incorporated into this Sublease:

         Paragraphs  1, 3, 4, 5, 6, 9, 10,  17, 22 (second  and third  sentences
only),  25 (last sentence only),  29 (third,  fourth and fifth sentences  only);
additional  paragraphs 35 and 36; revised  insurance clause 11.4;  Memorandum of
Understanding   dated  9-28-1999;   First  Addendum  to  Lease,  dated  9-28-99,
paragraphs 1 and 2; and First Amendment to Lease.

         If any  provisions  of this  Sublease  conflict with any portion of the
Master Lease as incorporated  herein, the provisions  contained in this Sublease
shall govern.

         2.3. LESSOR DEFAULT;  CONSENTS.  Notwithstanding  any provision of this
Sublease to the contrary,  (i) Sublessor  shall not be liable or  responsible in
any way for any loss, damage, cost, expense, obligation or liability suffered by
Sublessee  by reason or as the  result of any  breach,  default  or  failure  to
perform by Lessor  under the Master  Lease,  and (ii)  whenever  the  consent or
approval of Sublessor is required for a particular  act,  event or  transaction,
(A) such  consent or  approval by  Sublessor  shall be subject to the consent or
approval  of Lessor;  and (B)  should  Lessor  refuse to grant  such  consent or
approval,  under  all  circumstances,  Sublessor  shall  be  released  from  any
obligation to grant its consent or approval.

         2.4.  TERMINATION OF MASTER LEASE. If the Master Lease terminates under
the specific  provisions  under the Master Lease,  this Sublease shall terminate
and the parties shall be relieved from all  liabilities  and  obligations  under
this  Sublease  excepting  obligations  which  have  accrued  as of the  date of
termination;  except that if the Master Lease and this  Sublease  terminate as a
result of a default of one of the parties under this  Sublease,  the  defaulting
party shall be liable to the non-defaulting party for all damage suffered by the
non-defaulting party as a result of the termination of this Sublease.

         2.5. CONDITION  PRECEDENT TO VALIDITY OF SUBLEASE.  Notwithstanding any
provision of this  Sublease to the  contrary,  if Landlord  does not deliver the
Subleased  Premises to  Sublessor  by,  April 1, 2000,  Sublessor  shall have no
obligation to deliver the Subleased  Premises to Sublessee,  this Sublease shall
terminate and the parties shall be relieved from all liabilities and obligations
under this Sublease  excepting  obligations which have accrued as of the date of
termination.

         2.6. TIME FOR NOTICE. The time limits provided for in the provisions of
the Master Lease for the giving of notice, making of demands, performance of any
act, condition or covenant,  or the exercise of any right, remedy or option, are
amended for the purposes of this Sublease by  lengthening or shortening the same
in each instance by five (5) days, as appropriate,

                                       2
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so that notices may be given,  demands made,  or any act,  condition or covenant
performed,  or any right, remedy or option hereunder exercised,  by Sublessor or
Sublessee,  as the case may be, within the time limit relating thereto contained
in the Master  Lease.  If the Master Lease allows only five (5) days or less for
Sublessor to perform any act, or to undertake to perform such act, or to correct
any failure  relating to the Premises or this  Sublease,  then  Sublessee  shall
nevertheless  be allowed three (3) days to perform such act,  undertake such act
and/or correct such failure.

3.       SUBLEASED PREMISES AND RENT:

         3.1.  SUBLEASED  PREMISES.  Sublessor leases to Sublessee and Sublessee
leases from Sublessor  approximately  10,230  rentable square feet of space (the
"Subleased  Premises")  contained  in the  Premises  and  located at 515-B Ellis
Street,  Mountain  View,  California,  upon  all of  the  terms,  covenants  and
conditions   contained  in  this  Sublease.   The  Subleased  Premises  is  more
particularly shown on Exhibit A, attached hereto.

         3.2. RENT.  Sublessee  shall pay to Sublessor as Rent for the Subleased
Premises  the  amount  of  Thirty-Five   Thousand  Eight  Hundred  Five  Dollars
($35,805.00) per month, without deductions, offset, prior notice or demand. Rent
shall be payable by Sublessee to Sublessor in advance and in consecutive monthly
installments  on or before  the  first day of each  calendar  month  during  the
Sublease Term. If the Sublease Commencement Date or the termination date of this
Sublease  occurs  on  a  date  other  than  the  first  day  or  the  last  day,
respectively, of a calendar month, then the Rent for such partial month shall be
prorated  and the prorated  Rent shall be payable on the  Sublease  Commencement
Date or on the first day of the calendar month in which the Sublease termination
date occurs, respectively. Notwithstanding the foregoing, Sublessee shall pay to
Sublessor the first full calendar's month Rent in advance  concurrently with the
execution of this Sublease.

         3.3.  SECURITY  DEPOSIT.  In  addition  to the  Rent  specified  above,
Sublessee  shall  pay to  Sublessor  concurrently  with  the  execution  of this
Sublease cash in the amount of One Hundred Seven  Thousand Four Hundred  Fifteen
Dollars  ($107,415.00) as a non-interest bearing security deposit (the "Security
Deposit").  In the event Sublessee has performed all of the terms and conditions
of this Sublease  during the term hereof,  Sublessor  shall return to Sublessee,
within thirty (30) days after Sublessee has vacated the Subleased Premises,  the
Security Deposit less any amounts due and owing to Sublessor.

4.       RIGHT OF USE:

         Sublessee  shall use the  Subleased  Premises  only for those  purposes
permitted in the Master Lease, unless Sublessor and Lessor consent in writing to
other uses prior to the commencement thereof.

5.       SUBLANDLORD'S WORK:

         Sublandlord,  at its sole cost and expense, shall perform the following
work  ("Sublandlord's  Work") to the  Subleased  Premises  prior to the Sublease
Commencement Date:

         a.   Demise the Subleased Premises per the attached space plan, marked
              EXHIBIT A;

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         b.   Paint all interior walls;

         c.   Steam clean the carpets;

         d.   Clean all HVAC vents and returns; and

         e.   Put the Subleased Premises in a broom clean condition.

         Sublessor's obligation to perform Sublandlord's Work is contingent upon
receipt of Lessor's prior written consent to perform the  Sublandlord's  Work to
the extent  required  under the terms of the Master Lease.  Notwithstanding  the
preceding, Sublessee shall take space in an "as-is" condition.

         Any other  modification  specific to Sublessee  shall be at Sublessee's
sole cost and expense and Sublessee  must get the necessary  approvals from both
Sublessor  and Lessor.  Any  improvements  specific to Sublessee or  Sublessee's
specific use of the Premises,  that trigger the Americans  with  Disability  Act
(A.D.A.) or Title 24 requirements shall be at the sole cost of Sublessee.

6.       ALTERATIONS AND ADDITIONS:

         Except for nonstructural alterations not exceeding One Thousand Dollars
($1,000.00) per work of improvement,  Sublessee shall not make any  alterations,
additions or improvements to the Subleased  Premises or any part thereof without
first obtaining the prior written consent of the Sublessor,  which consent shall
not be unreasonably withheld or delayed.  Sublessor may impose as a condition to
the  aforesaid  consent such  requirements  as  Sublessor  may  reasonably  deem
necessary in Sublessor's discretion,  including, without limitation thereto; the
manner in which the work is done, a right of approval of the  contractor by whom
the work is to be performed,  which approval shall not be unreasonably  withheld
or delayed, the times during which it is to be accomplished, and the requirement
that  prior to the  expiration  or  earlier  termination  of the  Master  Lease,
Sublessee  will remove any or all  improvements  or additions  to the  Subleased
Premises installed at Sublessee's  expense.  All such alterations,  additions or
improvements  not specified to be removed  shall,  at the  expiration or earlier
termination  of this  Sublease,  become the property of the Sublessor and remain
upon and be  surrendered  with the Subleased  Premises.  All movable  furniture,
business and trade  fixtures,  or machinery  and  equipment  shall remain in the
property of Sublessee and may be removed by Sublessee at any time during term of
this Sublease when  Sublessee is not in default beyond  applicable  cure period.
Items  which are not to be  deemed  as  movable  furniture,  business  and trade
fixtures, or machinery and equipment shall include heating, lighting, electrical
systems,  air  conditioning,  hard wall  partitioning,  carpeting,  or any other
installation  which  has  become an  integral  part of the  Subleased  Premises.
Sublessee  will at all times permit notices of  non-responsibility  to be posted
and to remain posted until the completion of alterations or additions which have
been approved by Sublessor.

7.       SUBLEASE TERM:

         7.1.     SUBLEASE TERM. The Sublease Term shall commence on (the
"Commencement Date") the later of (i) March 1, 2000 or (ii) substantial comple-
tion of Sublandlord's Work

                                       4
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(defined below) and end at 11:59 p.m. on February 28, 2001. In no event shall
the Sublease Term extend beyond the term of the Master Lease.

         7.2. INABILITY TO DELIVER POSSESSION.  In the event Sublessor is unable
to deliver  possession  of the Subleased  Premises by the Sublease  Commencement
Date,  Sublessor  shall not be liable for any damage caused  thereby,  nor shall
this  Sublease be void or voidable  but  Sublessee  shall not be liable for Rent
until such time as  Sublessor  offers to  deliver  possession  of the  Subleased
Premises to Sublessee,  but the term hereof shall not be extended by such delay.
If Sublessee,  with Sublessor's consent,  takes possession prior to commencement
of the Sublease  Term,  Sublessee  shall do so subject to all the  covenants and
conditions hereof and shall pay Rent for the period ending with the commencement
of the Sublease Term at the same rental as that  prescribed  for the first month
of the  Sublease  Term  prorated  at the rate of 1/30th  thereof per day. In the
event Sublessor has been unable to deliver  possession of the Subleased Premises
within  ninety (90) days after the Sublease  Commencement  Date,  Sublessee,  at
Sublessee's option, may terminate this Sublease by written notice to Sublessor.

8.       MAINTENANCE OF THE SUBLEASED PREMISES:

         8.1.     SUBLESSOR. Sublessor shall, at its sole expense, provide five
(5) day a week janitorial service and utilities during normal business hours
(Monday-Friday 8:00 a.m. - 6:00 p.m.) ("Business Hours")

         8.2.     LESSOR. Lessor, at its expense per the Master Lease, shall
maintain the exterior of the Premises and other aspects of the building not
referred to in 8.1.

9.      UTILITIES:

         9.1.     ELECTRICITY, WATER, GAS AND HEAT. Sublessor shall pay for all
electricity, water, gas, heat, and power to the Subleased Premises during Busi-
ness Hours.

         9.2.     TELEPHONE. Sublessee shall be responsible for its own tele-
phone expenses.

10.      PARKING:

         Sublessee  shall be provided  with a pro-rata  share (based on rentable
square feet of the Subleased  Premises to rentable  square feet of the Premises)
of the parking spaces leased to Sublessor  under the Master Lease,  estimated to
be approximately 3.3 spaces per 1,000 rentable square feet.

11.      TAXES:

         Sublessee shall be responsible for all taxes levied against Sublessee's
personal property and trade or business fixtures.

                                       5
<PAGE>

12.      NOTICES:

         All notices,  demands, consents and approvals which may or are required
to be given by either party to the other  hereunder shall be given in the manner
provided in the Master  Lease,  at the  addresses  shown on the  signature  page
hereof.  Sublessor  shall  notify  Sublessee  of any Event of Default  under the
Master Lease (as defined  therein) as soon as reasonably  practicable  following
Sublessor's  receipt  of  notice  from the  Lessor  of an Event of  Default.  If
Sublessor  elects to  terminate  the  Master  Lease,  Sublessor  shall so notify
Sublessee by giving at least ten (10) days' notice prior to the  effective  date
of such termination.

13.      BROKER FEE:

         Upon  execution of this Sublease,  Sublessor  shall pay Cornish & Carey
Commercial  ("Broker"),  a  licensed  real  estate  broker,  fees set forth in a
separate agreement between Sublessor and Broker. For brokerage services rendered
by  Broker to  Sublessor  in these  transactions,  the fee shall be split 50% to
Cornish & Carey Commercial and 50% to Colliers International.

14.      COMPLIANCE WITH AMERICANS WITH DISABILITIES ACT:

         Sublessee shall be responsible for the installation and cost of any and
all  improvements,  alterations  or other work  required on or to the  Subleased
Premises or to any other  portion of the property  and/or  building of which the
Subleased Premises are a part, required or reasonably  necessary because of: (1)
Sublessee's use of the Subleased Premises or any portion thereof; (2) the use by
a Sublessee by reason of  assignment  or sublease;  or (3) both,  including  any
improvements,  alterations  or other  work  required  under the  Americans  With
Disabilities  Act of 1990.  Compliance  with the  provisions  of this Section 14
shall be a condition of  Sublessor  granting  its consent to any  assignment  or
Sublease  of all or a  portion  of  this  Sublease  and the  Subleased  Premises
described in this Sublease.

15.      COMPLIANCE WITH NONDISCRIMINATION REGULATIONS:

         It is understood  that it is illegal for Sublessor to refuse to display
or sublease the Subleased Premises,  or to assign,  surrender or sell the Master
Lease, to any person because of race,  color,  religion,  national origin,  sex,
sexual orientation, marital status or disability.

16.      HAZARDOUS SUBSTANCES:

         16.1.    DEFINITIONS. For the purposes of this Sublease, the following
terms have the following meanings:

                  a.  "Environmental  Laws"  means any and all  laws,  statutes,
ordinances  or  regulations  pertaining  to  health,  industrial  hygiene or the
environment including,  without limitation,  CERCLA (Comprehensive Environmental
Response   Compensation   and  Liability  Act  of  1980)  and  RCRA   (Resources
Conservation and Recovery Act of 1976).

                  b.     "Hazardous Substances" means asbestos or any substance,
material or waste which is or becomes designated, classified or regulated as
being "toxic" or "hazardous" or

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<PAGE>

a  "pollutant"  or which  is or  becomes  similarly  designated,  classified  or
regulated under any federal, state or local law, regulation or ordinance.

         16.2.  COMPLIANCE  WITH  ENVIRONMENTAL  LAWS.  Sublessee shall not use,
store,  release,  discharge or transport  any Hazardous  Substances  on, over or
under the Subleased  Premises or the Premises without  Sublessor's prior written
consent,  which  consent may be  withheld in  Sublessor's  sole  discretion.  In
addition,  Sublessee shall, in all respects, handle, treat, deal with and manage
any and all Hazardous  Substances in, on, under or about the Subleased  Premises
in total conformity with all applicable  Environmental Laws and prudent industry
practices regarding management of such Hazardous Substances.  Upon expiration or
earlier  termination of the Sublease Term,  Sublessee  shall cause all Hazardous
Substances placed on, under or about the Subleased  Premises by Sublessee or its
officers,   employees,  agents,  contractors  or  invitees  to  be  removed  and
transported  for use,  storage or disposal in accordance and compliance with all
applicable Environmental Laws.

         16.3.  RESPONSE TO ENVIRONMENTAL  CLAIMS.  Sublessee shall not take any
remedial  action in response to the presence of any  Hazardous  Substances in or
about the Subleased Premises,  nor enter into any settlement agreement,  consent
decree or other  compromise  in respect to any claims  relating to any Hazardous
Substances  in any way  connected  with the  Subleased  Premises  without  first
notifying  Lessor and Sublessor of Sublessee's  intention to do so and affording
Lessor and  Sublessor  ample  opportunity  to  appear,  intervene  or  otherwise
appropriately assert and protect Lessor's and Sublessor's interests with respect
thereto.

17.      RENT ABATEMENT AND DAMAGES TO PERSONAL PROPERTY:

         In the event  Sublessor,  pursuant to the terms of the Master Lease, is
entitled to and receives rent abatement,  then to the extent such rent abatement
affects the Subleased Premises, Sublessee shall be entitled to rent abatement in
an amount that the net  rentable  area of the  Subleased  Premises  bears to the
total net  rentable  area of the Master  Lease,  and only to the extent any such
abatement  applies to the  Sublease  Tenn.  In  addition,  any  amounts  paid or
credited to Sublessor under the terms of the Master Lease for damage to personal
property  shall be credited to Sublessee,  subject to the same  limitations  set
forth above.

18.      INDEMNITY:

         18.1. GENERAL INDEMNITY.  Sublessee shall indemnify, defend (by counsel
acceptable  to  Sublessor  in  Sublessor's  sole  discretion),  protect and hold
Sublessor  harmless from and against any and all liabilities,  claims,  demands,
losses,  damages,  costs and expenses (including attorneys' fees) arising out of
or  relating  to (i) the  death of or  injury  to any  person  or  damage to any
property  on or about  the  Subleased  Premises  or (ii)  Sublessee's  breach or
default under this Sublease or, to the extent  incorporated  herein,  the Master
Lease.  Sublessee's  indemnity obligations under this Sublease given in favor of
Sublessor  shall extend to Sublessor's  officers,  directors,  shareholders  and
employees  and shall  survive  the  expiration  or earlier  termination  of this
Sublease.

                                       7
<PAGE>

         18.2.  WAIVER.  With respect to any damage and  destruction,  Sublessee
waives  all rights to  terminate  this  Sublease  pursuant  to rights  otherwise
presently  or  hereafter  accorded  by  law.  Sublessee   expressly  waives  the
provisions of Subdivision 2 of Section 1932 and Subdivision 4 of Section 1933 of
the California Civil Code and successor statutes.

19.      HOLDING OVER:

         If Sublessee  holds over after the  expiration  of the Sublease Term or
earlier  termination  of this  Sublease,  with or without the express or implied
consent of Sublessor,  then, at the option of Sublessor,  Sublessee shall become
and be only a month-to-month tenant at a rent equal to one hundred fifty percent
(150%) of the Rent payable by Sublessee under this Sublease immediately prior to
such  expiration or  termination,  and otherwise  upon the terms,  covenants and
conditions  herein  specified.  Notwithstanding  any  provision  to the contrary
contained  herein,  (A)  Sublessor  expressly  reserves  the  right  to  require
Sublessee to surrender  possession of the Subleased Premises upon the expiration
of Sublease Term or upon the earlier  termination of this Sublease and the right
to assert  any  remedy at law or in equity  to evict  Sublessee  and/or  collect
damages in connection with any holding over, and (B) Sublessee shall  indemnify,
defend and hold  harmless  Sublessor  from and against any and all  liabilities,
claims,  demands,  actions,  losses, damages,  obligations,  costs and expenses,
including, without limitation, attorneys' fees (including the allocated costs of
Sublessor's  in-house  attorneys) incurred or suffered by Sublessor by reason of
Sublessee's failure to surrender the Subleased Premises on the expiration of the
Sublease Term or earlier termination of this Sublease.

20.      SIGNS:

Sublessee  shall not place on any  portion of the  Premises  any sign,  placard,
lettering  in  or  on  windows,   banners,  displays  or  other  advertising  or
communicative  material  which is visible  from the  exterior  of the  Subleased
Premises  without the prior written  approval of Sublessor,  which consent shall
not be  unreasonably  withheld or delayed,  and Lessor.  All such approved signs
shall  strictly  conform to all legal  requirements  and shall be  installed  at
Sublessee's sole expense.  Sublessee shall maintain such signs in good condition
and repair.  If Sublessee  fails to remove such sign(s) upon the  expiration  or
earlier  termination  of this  Sublease  and repair  any  damage  caused by such
removal,  Sublessor may do so at Sublessee's  expense,  which expense,  together
with interest thereon at the rate described  herein,  shall by paid by Sublessee
to Sublessor upon demand.

                                       8
<PAGE>

         IN WITNESS  WHEREOF,  the parties hereto have executed this Sublease as
of the date set forth above.

SUBLESSOR:

COBALT NETWORKS, INC.,
a California corporation

By: /s/ Stephen W. DeWirt
    ---------------------
    Name:   Stephen DeWirt
    Its:    President & CEO

Address: 515 Ellis Street
         Mountain View, California 94043

SUBLESSEE:

PMC-SIERRA, INC.,
a Delaware corporation

By: /s/ Geraldine Jones
    -------------------
     Name:  Geraldine Jones
     Its:   Vice President Human Resources
            and Administration

By: --------------------------
     Name: -------------------
     Its: --------------------

Address: 515-B Ellis Street
         Mountain View, California 94043

NOTICE TO SUBLESSOR AND SUBLESSEE: CORNISH & CAREY COMMERCIAL, IS NOT AUTHORIZED
TO  GIVE  LEGAL  OR TAX  ADVICE;  NOTHING  CONTAINED  IN  THIS  SUBLEASE  OR ANY
DISCUSSIONS  BETWEEN CORNISH & CAREY AND SUBLESSOR AND SUBLESSEE SHALL BE DEEMED
TO BE A REPRESENTATION OR  RECOMMENDATION BY CORNISH & CAREY COMMERCIAL,  OR ITS
AGENTS OR EMPLOYEES AS TO THE LEGAL EFFECT OR TAX  CONSEQUENCES OF THIS DOCUMENT
OR ANY TRANSACTION  RELATING THERETO. ALL PARTIES ARE ENCOURAGED TO CONSULT WITH
THEIR  INDEPENDENT   FINANCIAL   CONSULTANTS  AND/OR  ATTORNEYS   REGARDING  THE
TRANSACTION CONTEMPLATED BY THIS PROPOSAL.

                                       9
<PAGE>

LESSOR CONSENT

The undersigned,  Lessor under the Master Lease attached as Attachment I, hereby
consents to the  subletting of the Subleased  Premises  described  herein on the
terms and conditions  contained in this Sublease.  This Consent shall apply only
to this Sublease and shall not be deemed to be a consent to any other Sublease.

Lessor:  KIFER INVESTMENT CO.

By:      /s/ XXX                                     Date:    2/25/00
    ----------------------------------------               ----------
    Name:    General Partner
         ----------------------
    Its:

                                       10
<PAGE>

                                    EXHIBIT A

                               SUBLEASED PREMISES

                                    EXHIBIT A


                                       11
<PAGE>

                                     DIAGRAM


                                       12
<PAGE>

                                  ATTACHMENT 1

                                  MASTER LEASE

                                [To be attached]



                                       13