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STANDARD FORM OF OFFICE LEASE  The Real Estate Board of New York, Inc.
 st
     Rent:
 1.
 Occupancy:
 2.
 Tenant Alterations:
 3.
 Maintenance and Repairs:
 4.
 Window Cleaning:
 5.
 Requirements of Law, Fire Insurance, Floor Loads:
 6.




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Subordination:
 7.
 Property Loss, Damage Reimbursement Indemnity:
 8.
 Destruction, Fire and Other Casualty:
 9.
 Eminent Domain:
 10.
 Assignment, Mortgage, Etc.:
 11.
 Electric Current:
 12.
 Access to Premises:
 13. de minimis




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Vault, Vault Space, Area:
 14.
 Occupancy:
 15.
 Bankruptcy:
 16.
  Default:
 17.
  Remedies of Owner and Waiver of Redemption:
 18.
 Fees and Expenses:
 19.
 Building Alterations and Management:
 20.
 No Representations Owner:
 21.
 End of Term:
 22.
 Quiet Enjoyment:
 23.




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Failure to Give Possession:
 24.
 No Waiver:
 25.
 Waiver of Trial by Jury:
 26.
 Inability to Perform:
 27.
 Bills and Notices:
 28.
(Intentionally Omitted)
 Services Provided by Owners:
 29.
 Captions:
 30.
 Definitions:
 31.
 Adjacent Excavation-Shoring:
 32.
 Rules and Regulations:
 33.
 Security:
 34.




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Estoppel Certificates:
 35.
 Successors and Assigns:
 36.
     LANDLORD:
    FIFTH AND 38TH LLC, a Delaware limited liability
     companyBy:
    /s/ Michael GreenName:
    Michael GreenTitle:
    PresidentTENANT:
    ATARI, INC.By:
    /s/ BRUNO BONNELLName:
    BRUNO BONNELLTitle:
    Chairman, CEO & Chief Creative Officer TENANT ACKNOWLEDGMENT:STATE OF NEW YORK
    
    
    ))
    
    
    ss.:COUNTY OF NEW YORK
    
    
    )
  /s/ NANCY SEAMANNotary PublicNANCY SEAMAN
Notary Public, State Of New York
No. 01SE6074886
Qualified in Nassau County
Commission Expires May 27, 2008




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IMPORTANT-PLEASE READ
 RULES AND REGULATIONS ATTACHED TO AND
MADE A PART OF THIS LEASE
IN ACCORDANCE WITH ARTICLE 33.




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7
 PART OF THIS LEASE IN ACCORDANCE WITH ARTICLE 33




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8




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Basic Provisions:




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2           Escalation
Payments.




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3




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4     Operating Expense Increase Payment.




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5




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6




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7  All Escalation Payments.




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8     Electric Current.




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9




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10  Basement Electricity Fee)




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11     End of Term.




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12  Condition of Demised Premises.




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13




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14  Tenants Changes.




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15




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16  IF
OWNER FAILS TO RESPOND WITHIN THREE (3) BUSINESS DAYS AFTER RECEIPT OF THIS NOTICE, THEN OWNERS
CONSENT OR APPROVAL SHALL BE DEEMED GRANTED.




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17




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18




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19     Subordination and Attornment.




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20




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Insurance.




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22




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23




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24    Indemnification.




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25     Additional Rent; Late Charges; Rent Credit.




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26   Signage.
  Assignment, Mortgaging, Subletting, etc.




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27




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28




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29




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30




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31




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32




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33




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34




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35




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36   Services.
 HVAC.




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37




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38  Access / Elevators.
    Overtime Periods.




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39   Basement Space.




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40   Directory.
 Standards.
 Compliance with Laws.




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41  Brokerage.
  Miscellaneous.




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42




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43      prima facie,




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44    ejusdem generis




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Estoppel Certificates.
   Legal Rent Restrictions.
  Right to Cure Defaults.




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46  Consents.
  Cleaning.




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47   Notices.




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48  Security Deposit.




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49  Options to Extend Term.




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50




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51




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52




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53    Right of First Offer and Expansion Option.




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54




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55    Riser, Shaft and Conduit Space; Roof Premises.




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56




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57     Termination of Existing Lease.
  (i)
    
    the Existing Lease shall terminate with respect to the 7th and 8th
floors of the Building as of June 30, 2006;




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58 (ii)
    
    the Existing Lease shall terminate with respect to that portion of the 9th
floor of the Building depicted on Exhibit G attached hereto (the Midtown Equities Space)
as of June 30, 2006;(iii)
    
    the Existing Lease will terminate with respect to the portion of the 9th floor of the
Building other than the Midtown Equities Space (the 9th Floor Remainder Space) as of the
date (the 9th Floor Termination Date) that is the earlier of (x) June 30, 2007 and (y) a
date designated by Tenant upon not less than ninety (90) days prior written notice to Owner;(iv)
    
    from and after July 1, 2006, fixed rent (inclusive of electricity charges) for the 9th
Floor Remainder Space under the Existing Lease shall be (x) $4,062.50 per month for the period
from and after July 1, 2006 through and including December 31, 2006 and (y) $46,562.50 per
month for the period from and after January 1, 2007 through and including the 9th Floor
Termination Date (ratably determined for any partial month);(v)
    
    no Electrical Charge shall be due under the Existing Lease for the 9th Floor
Remainder Space for the period from and after July 1, 2006;(vi)
    
    no additional rent shall be payable under Article 4 of the Existing Lease for the 9th
Floor Remainder Space for the period from and after July 1, 2006 through and including
December 31, 2006;(vii)
    
    so long as Midtown Equities Sublease (as hereinafter defined) is still in effect, the
subtenant thereunder is not in default in performance or observance of any terms, covenants,
provisions or conditions thereunder on its part to be performed or observed beyond the
expiration of any applicable notice and/or cure period, Tenant assigns all of Tenants right,
title and interest in and to the Midtown Equities Sublease (from and after July 1, 2006) to
Owner by assignment document in form and substance reasonably acceptable to Owner, and such
subtenant attorns to and recognizes Owner as the sublandlord thereunder, from and after July
1, 2006 Owner will recognize such subtenant under all of the then-executory terms of such
sublease and will not disturb such subtenant in its possession of the Midtown Equities Space,
except that Owner shall not (i) be liable for any previous act, omission or negligence of
Tenant under such sublease, (ii) be subject to any counterclaim, defense or offset which
theretofore accrued to such subtenant against Tenant or (iii) be bound by any previous
modification or amendment of such sublease or by any previous prepayment of more than one
months rent and additional rent which shall be payable as provided in the sublease, unless
such modification or prepayment shall have been approved in writing by Owner; and(viii)
    
    notwithstanding the termination of the Existing Lease with respect to the Midtown
Equities Space and the assignment of Tenants interest in the




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59 Midtown Equities Sublease, each as described above, for so long as the
Existing Lease shall be in effect with respect to the 9th Floor Remainder Space,
Tenant shall remain solely responsible for Section 27 of the Midtown Equities
Sublease and Tenant shall continue to provide the subtenant with unrestricted
access to the main elevator bank on the 9th floor of the Building.




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60  OWNER:
    
    FIFTH AND 38TH LLC, a Delaware limited liability companyBy:
    
    /s/ Michael GreenName: Michael GreenTitle: PresidentTENANT:
    
    ATARI, INC.By:
    
    /s/ Bruno BonnellName: Bruno BonnellTitle: Chairman, CEO & Chief Creative OfficerTaxpayer Identification Number: 13-3689915