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                                                                    EXHIBIT 10.1



                         ADDENDUM TO LEASE AGREEMENT

                              November 27, 1996


This Addendum to Lease Agreement ("Addendum") is entered into as of the date
set forth above by 500 International Parkway Development Company ("Landlord")
and Phoenix International Ltd., Inc. ("Tenant").

                                 BACKGROUND


Effective as of September 11, 1996, Landlord and Tenant entered into a Lease
Agreement ("Original Lease"), pursuant to which Landlord agreed to lease to
Tenant 37,259 square feet of rentable space in Landlord's 75,860 rentable
square foot office building located at 500 International Parkway, Heathrow,
Seminole County, Florida ("Original Leased Premises").  The Original Lease
granted Tenant the right to expand its Leased Premises by leasing the south
half of the first floor of the 500 International Parkway building.  Effective
as of November 27, 1996, Tenant has exercised its right to so expand its Leased
Premises.  Landlord and Tenant now desire to enter into this Addendum to set
forth the terms and conditions of Tenant's leasing of the south half of the
first floor of the 500 International Parkway building.  All capitalized terms
which are used, but not defined herein, will have the meanings attributed to
such terms in the Original Lease.

                                  AGREEMENT

Landlord and Tenant hereby agree as follows:

Section  1.      LEASING OF EXPANSION SPACE.  Landlord hereby leases to Tenant
the 11, 098 square feet of rentable space, as measured in accordance with the
standards of the Building Owners and Managers Association International
("BOMA") and as modified to allocate space contained within the first floor
lobby and atrium proportionately among all space in the building (also
containing 9,609 square feet of usable space), contained in the south half of
the first floor of the 500 International Parkway building ("Expansion Space").
The location and configuration of the Expansion Space is delineated on attached
Exhibit A, which Exhibit A is incorporated herein by this reference.

Section  2.      TERMS GOVERNING LEASE OF EXPANSION SPACE.  Tenant's leasing of
the Expansion Space will be upon the following terms and conditions:

                 (a)  The initial term of Tenant's leasing of the Expansion 
                      Space will commence on October 1, 1997 and will
                      terminate on the Termination Date of the initial term
                      under the Original Lease ("Expansion Term"),





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                 unless otherwise extended as provided under the Original Lease
                 and this Addendum.

         (b)     The monthly Base Rent payable by Tenant for the Expansion
                 Space during the Expansion Term will be as set forth in the
                 Base Rent Schedule attached hereto as Exhibit B, which Exhibit
                 B is incorporated herein by this reference.

         (c)     Tenant's "Proportionate Share" with respect to the Expansion
                 Space will be determined in the manner set forth in Item N, of
                 the Lease Summary of the Original Lease, including the terms
                 of Section  9(h).  Based upon the projected rentable square
                 footage for the Expansion Space and the rentable square
                 footage for the Building set forth herein, Tenant's
                 Proportionate Share for the Expansion Space would be 14.62%,
                 subject to adjustment as set forth pursuant to the terms of
                 the Original Lease.

         (d)     Landlord will provide Tenant with a tenant improvement
                 allowance of $18 per rentable square foot contained within the
                 Expansion Space for the design and construction of tenant
                 improvements to such space.  Landlord agrees that it will bid
                 the construction of all such tenant improvements to three
                 mutually agreed-upon and reputable general contractors.  Upon
                 the receipt of bids from all three such general contractors,
                 Landlord will present such bids to Tenant and Tenant will have
                 the right to select the general contractor to construct the
                 tenant improvements among the three general contractors
                 submitting such bids.  Landlord will thereafter construct
                 tenant improvements to the Expansion Space in accordance with
                 plans and specifications developed and approved by Landlord
                 and Tenant in the some manner as contemplated in Section  9(c)
                 of the Original Lease.  All of the terms and conditions set
                 forth in Article 9 of the Original Lease related to the design
                 and construction of Tenant Improvements to the Original Leased
                 Premises will be applicable to Landlord's construction of
                 tenant improvements to the Expansion Space, except that: (i)
                 none of the dates or time frames referred to in Section  9(c)
                 with respect to the design of the tenant improvements will be
                 applicable to the design of the improvements to be made to the
                 Expansion Space; and (ii) the provisions of Section  9(d) will
                 not apply to the construction of the tenant improvements to
                 the Expansion Space, for the reason that those provisions
                 relate solely to the construction of the Base Building and
                 Tenant Improvements to the Original Leased Premises.

         (e)     All of the other provisions of the Original Lease (for
                 example, the provisions for parking spaces, renewal,
                 relocation costs and refurbishment allowance) will apply to
                 the Expansion Space during the Expansion Term in the same
                 manner as such provisions apply to the Original Leased
                 Premises under the Original Lease; provided, however,





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         that if any provision of the Original Lease, by its terms, expressly
         applies only to the Original Leased Premises (for example, the
         targeted dates for the design and construction of the Tenant
         Improvements to the Original Leased Premises), such provision will not
         have any application whatsoever to Tenant's leasing of the Expansion
         Space hereunder.

Section  3.      MISCELLANEOUS.  Except as otherwise expressly provided in this
Addendum, all of the terms and conditions of the Original Lease will remain in
full force and effect.

Section  4.      AMENDMENT TO ORIGINAL LEASE.  During the execution of the
Original Lease, the parties inadvertently omitted the following language from
Section  9(d) and (e) of the Original Lease, which shall be reinserted on page
10 of the Original Lease, at the end of the twelfth line of the fourth
paragraph of Section  9(d) after the word "written":

                 "notice of termination of this Lease Agreement to Landlord 
                 within five days after such termination."

                 "Section  9(e):  SUBSTANTIAL COMPLETION.  For the purposes of
                 this Lease, the terms "Substantial Completion", "Substantially
                 Complete" and "Substantially Completed" and the like shall 
                 mean the date when:"

Landlord and Tenant have executed this Addendum as of the date first set forth
above.


WITNESS:                                   500 INTERNATIONAL PARKWAY
                                            DEVELOPMENT COMPANY
                                           By Pizzuti Management Inc., its Agent
---------------------------------

                                           By: /s/ Richard C. Daley 
---------------------------------             ----------------------------------
                                               Richard C. Daley, Vice President


                                           PHOENIX INTERNATIONAL LTD., INC.
---------------------------------

                                           By: /s/ Bahram Yusefzadeh, CEO 
---------------------------------             ----------------------------------
                                                 (Name)     (Title)





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State of Ohio:

County of Franklin:

         Before me, a notary public in and for said state and county,
personally appeared Richard C. Daley, the Vice President of Pizzuti Management
Inc., who acknowledges the signing of the foregoing instrument to be his free
act and deed for the uses and purposes set forth herein.

         IN WITNESS WHEREOF, I have signed my name and affixed my official seal
on March 17, 1997.


                                                       /s/ Nova S. Witte 
                                                       -------------------------
                                                       Notary Public





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State of Florida:

County of Orange:

         Before me, a notary public in and for said state and county,
personally appeared Bahram Yusefzadeh the Chairman and CEO of Phoenix
International Ltd., Inc. who acknowledges the signing of the foregoing
instrument to be his free act and deed for the uses and purposes set forth
herein.

         IN WITNESS WHEREOF, I have signed my name and affixed my official seal
on March 7, 1997.


                                                       /s/ Lois Jean Smail 
                                                       -------------------------
                                                       Notary Public





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                                                                       EXHIBIT B

                             BASE RENT SCHEDULE

The monthly Base Rent payable by Tenant during the Expansion Term for the
Expansion Space will be set forth in the following schedule:

<TABLE>
<CAPTION>
                                                        PER RENTABLE SQUARE FOOT
                                                        ------------------------
                   LEASE PERIOD                                BASE RENT                  MONTHLY BASE RENT
                   ------------                                ---------                  -----------------
<S>                                                                        <C>                       <C>       
                                                                                                               
                                                                                                               
Lease Year 1 (being a partial lease year)                                  18.50                     17,109    
Lease Year 2                                                               18.75                     17,340    
Lease Year 3                                                               19.00                     17,572    
Lease Year 4                                                               19.25                     17,803    
Lease Year 5                                                               19.50                     18,034    
Lease Year 6                                                               20.00                     18,497    
Lease Year 7                                                               20.25                     18,728    
Lease Year 8                                                               20.50                     18,959    
Lease Year 9                                                               20.75                     19,190    
Lease Year 10                                                              21.00                     19,422    
</TABLE>

The total monthly payment due from Tenant during the partial first year of the
Expansion Term will be $18,306.63 (consisting of Base Rent of $17,109 and sales
tax thereon of $1,197.63).  For the purposes of this Lease, all references to a
"Lease Year" will mean, as to Lease Year 1, the period beginning on the first
day of the Expansion Term and, ending on the first anniversary of the
Commencement Date under the Original Lease and, as to each subsequent Lease
Year, each successive twelve month period thereafter beginning on the day
following the first anniversary of the Commencement Date under the Original
Lease.

Notwithstanding the foregoing, after Lease Year 1, the per rentable square foot
Base Rent shall be the lesser of the amount shown above or the prior year's
Base Rent multiplied by the Consumer Price Index Adjustment ("CPI Adjustment")
as defined herein.  The CPI Adjustment for any Lease Year shall be a fraction,
the numerator of which shall be the average CPI for the 12 months ending with
the Commencement Date anniversary immediately preceding such Lease Year and the
denominator of which shall be the average CPI for the 12 months ending with the
Commencement Date or the Commencement Date anniversary before the Commencement
Date anniversary immediately preceding such Lease Year.  For the purpose
hereof, the term "Commencement Date" shall mean the Commencement Date set forth
in the Original Lease.  The term "CPI" as used herein shall mean the Consumer
Price Index for All Urban Consumers in the Central Florida Area (or any
reconstituted geographic area covering the Central Florida Area), published by
the United States Department of Labor, Bureau of Statistics.





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         For example, if the Commencement Date of the Original Lease is April
         1, 1997, the Base Rent for Lease Year 2 (from April 1, 1998 to March
         31, 1999) shall be calculated as follows:

         If (1) the average CPI for the 12 months prior to April 1, 1998
         was 132.2, and (2) the average CPI for the 12 months prior to April 1,
         1997 was 129.6, then (1) the CPI Adjustment would be 1.02, (2) the CPI
         Adjustment would be multiplied by the Year 1 Rent ($17,109) to get a
         total of $17,451, and (3) because $17,451 is greater than the $17,340
         listed on this Exhibit B Rent Schedule for Year 2, the Base Rent for
         Year 2 would be $17,340.

In the event the federal government changes the publication frequency of the
CPI so that the CPI is not available to make a CPI Adjustment of annual rent,
the CPI Adjustment shall be based on the percentage difference between the CPI
for the closest preceding month for which a CPI is available and the CPI for
the last anniversary of the Commencement Date.  If the issuance of the CPI by
the federal government is discontinued, the Landlord shall use for the CPI the
official index published by a federal governmental agency which is most nearly
equivalent to the CPI.  If no such index is available, then Landlord shall use
such index or procedure which reasonably reflects national average of increases
or decreases in consumer prices.  If the rental payments determined pursuant to
this Exhibit B exceed that allowed by the terms of any valid governmental
restriction which limits the amount of rent or if the rental payments described
pursuant to this Exhibit B exceed any limitation otherwise imposed by this
Lease, the amount of rent or other payments shall be the maximum permitted by
such governmental restriction and by such limitation; however, all increases or
decreases in rent or other payments provided in this Lease shall be calculated
thereafter based upon the amount of the rent which would have been payable
under the Lease as if such government restriction or other limitation had not
limited the rent payable under the terms of this Lease.  Notwithstanding the
above, the increase in per rentable square foot base rent from Year 5 to Year 6
shall be $.50, regardless of any increase in the CPI.