ADDENDUM


Addendum to the Lease Agreement dated DECEMBER 1ST, 1999 hereinafter referred to
as  the  ("Form"  by  and  between HOUSTON R.E. INCOME PROPERTIES XV, LTD. D/B/A
CORPORATE  PARK  WEST  ("Landlord")  and  HUMATECH,  INC.  ("Tenant").

This Addendum made on JANUARY 31, 2002, modifies and amends the above referenced
                      ----------------
Lease  Agreement  ("Form")  by and between Landlord and Tenant.  In the event of
any  conflict  between  the  terms of this Form and this Addendum, this Addendum
shall  control.  The Form and this Addendum, read together, constitute the Lease
Agreement  between  the  parties  ("Lease").

ARTICLE  II  - TERM OF LEASE, Paragraph 2.2 shall hereafter additionally provide
as  follows:
2.2     -The  term  of  this  Lease  shall  be revised for a period of 07 months
commencing  on  FEBRUARY  1,  2002  and  ending  AUGUST  31,  2002.

ARTICLE III - RENT AND OTHER CHARGES, Paragraph 3.1 shall hereafter additionally
provide  as  follows:
3.1     Monthly  installments  of  rent shall be revised and payable as follows:

                02/01/01 TO 08/31/02          $1,360.00 PER MONTH

TENANT  IMPROVEMENTS:
--------------------
TENANT  ACCEPTS  SPACE  "AS-IS"  CONDITION.


17.22     Should  Tenant  decide  to  vacate the premises upon expiration of the
Amendment, Tenant agrees to provide Landlord with ninety (90) days prior written
notice of its intent to vacate.  If ninety (90) days prior written notice is not
provided  and the space is vacated upon expiration or anytime thereafter without
proper  notice,  the  Tenant  agrees  to  forfeit  the  security  deposit.

Except as modified herein, all other terms and conditions of the Lease Agreement
between the parties above described shall continue in full force and effect.  As
per  the  original  lease agreement estimates Common Area Maintenance, Taxes and
insurance  shall  remain  the  same.

Agreed  this  ____  day  of  _____,  2002

LANDLORD:                                       TENANT:

By:  Hartman Commercial Properties REIT,        HUMATECH, INC.
       A Texas real estate investment trust
Its:  General Partner, d/b/a CORPORATE PARK WEST

/s/  Allen Hartman                              /s/  David Williams
------------------                              -------------------
By:  Allen Hartman                              By:  David Williams, President
Its:  President

     2/7/02
     ------
Execution  Date
<PAGE>

                                 LEASE AGREEMENT


THE  STATE  OF  TEXAS     )
                          )
COUNTY  OF  HARRIS        )


THIS  LEASE  AGREEMENT  made  the 1st day of December, 1999 between Houston R.E.
Income  Properties  IV,  Ltd. d/b/a Corporate Park West of Harris County, Texas,
herein  called  "Landlord,"  and Humatech, Inc. herein called "Tenant," (whether
one  or  not).

                               W I T N E S S E T H


                              ARTICLE I -- PREMISES

1.01     Landlord  hereby  leases  to  Tenant,  and  Tenant  hereby  leases from
Landlord,  upon  and  subject to the terms of this lease, the demised "Premises"
depicted  in  Exhibit "A" attached which is located on the property described in
Exhibit  "A,"  being  1718  Fry  Rd.,  Suite  450,  Houston, TX  77084 and which
Premises  contain  approximately  1,360  square  feet.  Said  Premises  to  be
constructed  in  substantial  accordance  with  the  specification sheet labeled
Exhibit  "B"  and Exhibit "B-1" attached to and made a part thereof, the demised
premises being outlined in red on the attached plot plan labeled Exhibit "C" and
Facia  Sign  Criteria  as  Exhibit  "D."

                           ARTICLE II -- TERM OF LEASE

2.01     TO  HAVE  AND  TO  HOLD the Premises unto the Tenant from and after the
commencement  of  the  term  hereof  as  hereinafter  provided  for a term of 36
calendar months, excluding the initial partial month if the lease term begins on
any  other  day than the first of the month, beginning after commencement of the
term  thereof.

2.02     The  term of this Lease shall commence on December 1, 1999 and the term
hereof  shall  end  on January 31, 2002.  The parties each agree, upon demand of
the  other,  to  execute a written declaration in recordable form expressing the
commencement  and  termination  dates  of  the  term  hereof.

2.03     If  tenant improvements are not substantially completed by 12-01-99 the
Landlord  shall  not  have  any  liability  whatsoever to the Tenant as a result
thereof,  and  the  commencement  date  will  be adjusted to the date the Tenant
Improvements  are  substantially  completed, and the date the term of this lease
shall  end will be adjusted so the term shall be a full thirty-six (36) calendar
months.
<PAGE>

                      ARTICLE III -- RENT AND OTHER CHARGES

3.01     As  rentals under this Lease Agreement and for the use and occupancy of
the  demised  premises, Tenant binds and obligates itself to pay Landlord at the
address  designated  herein or on or at any other place designated in writing by
Landlord  in Harris County, Texas, without deduction or offset, the sum of Forty
Seven  Thousand Eighty Three and 20/100 Dollars ($47,083.20), for the total term
of  this  Lease  Agreement,  payable  in  monthly  installments  of:

                     12-01-99 to 01-31-02          $1,307.87

In  advance  on  the  first  day  of each calendar month during this lease term,
provided  that  in  the event the lease term commences on a day which is not the
first  day  of  the  calendar  month,  then  Tenant shall be obligated to pay to
Landlord a pro rata monthly rental payment equal to the number of days remaining
in  the  month  as the same bears to the total monthly rental referred to above.
Lessee  agrees  to  pay  additional amount equal to 10% of any amount due Lessor
that  is  not  received by Lessor within five (5) days of due date.  This amount
will  become  additional rent and default on that amount will be default on this
Lease.

3.02     Additionally,  Tenant  agrees  to pay Landlord, Houston, Harris County,
Texas, the date of execution and delivery of this lease, the sum of Two Thousand
Eight  Hundred  Thirty  Three  and  34/100  Dollars  ($2,833.34)  which includes
($1,416.67)  as the first months rent, taxes, insurance and CAM in advance and a
security  deposit  in  the  amount  of  ($1,416.67).

                   ARTICLE IV --  MAINTENANCE OF COMMON AREAS

4.01     Landlord agrees to construct, and to maintain during the entire term of
this  Lease,  the  parking  areas,  approaches,  exits,  entrances  and roadways
included in the Office/Warehouse substantially as shown on the plot plan annexed
hereto  as  Exhibit  "C,"  in  good  order  and  repair.

4.02     Landlord  agrees  that during the term of this Lease, Tenant shall have
the  non-exclusive  right  to use the parking facilities in the Office/Warehouse
(provided  and  designated  by  Landlord)  for  the accommodation and parking of
automobiles  of Tenant, its officers, agent and employees, and its customers and
others  doing  business  with  the  Tenant  while  doing  business  in  the
Office/Warehouse,  but  it is understood and agreed that Landlord shall have the
right  to designate from time to time, and to change in a reasonable manner from
time to time, the portions of the Office/Warehouse that shall be used as parking
areas, approaches, exits, entrances and the like, so long as such changes do not
restrict  or  reduce  the  amount  of parking available to Tenant within 100' of
Tenant's  front  door.

4.03     Common  area maintenance (CAM) charge shall be used by the Landlord for
the maintenance, repairing and cleaning of the parking areas and drives, keeping
them  free  of  trash  and  abandoned  cars,  maintaining and repairing exterior
lighting  for  the  Center,  water,  maintenance  and  upkeep  of  the  Center's
landscaping,  maintenance  and  painting  of  exterior  walls,  maintaining  and
repairing the roofs, garbage and trash removal, administrative costs, personnel,
maintenance  people  and  other people and other expenses and/or services as may
be, in the reasonable judgment of the Landlord to be in the best interest of the
Office/Warehouse  in  order  to  keep  and  maintain the Center in a first-class
operating  condition.

4.04     In  addition to the rent specified in Section 3.1 above, and/or amounts
due herein Tenant covenants and agrees to pay Landlord, an estimated Common Area
Maintenance  charge  of  $.04  per  square foot for interior area in the demised
premises  for the term of this Lease.  The total monthly payment, subject to the
terms  in  Section  3.1  above,  shall  be  $54.40.
<PAGE>

4.05     Should  the Landlord's Common Area Maintenance Costs exceed that amount
of  the estimated Common Area Maintenance charge specified in Section 4.4 above,
Landlord  may, at his sole discretion, bill all Tenants of said Office/Warehouse
for  their  pro-rata  share  of  all  reasonable expenses or costs exceeding the
estimated  Common  Area Maintenance charges specified in Section 4.04 above on a
monthly  basis,  in  addition  to  the estimated monthly Common Area Maintenance
charge.

4.06     Should  any Tenant requiring such be negligent in scheduling the timely
removal  of said garbage/trash, Landlord may then, at his sole discretion, order
such  removal  and  bill Tenant for said services.  Tenant will pay Landlord the
costs  of  such  removal  within  ten  (10)  days  of  Landlord's  billing date.
Nonpayment  of this billing in the specified time allotted as well as nonpayment
of  levied  charges  on  prorated basis by the other Tenants on the normal usage
plan, will constitute a default by Lessee under the terms and provisions of this
Lease.  Landlord  will  assign  each  Tenant a specific dumpster or location (if
Tenant  requires  own  dumpster),  as outlined in blue on the attached plot plan
labeled  Exhibit  "C,"  at  Landlord's  sole  discretion, thus allowing dumpster
locations  that  are  screened  for  visual  acceptance  and proper maintenance.

                        ARTICLE V -- TAXES AND INSURANCE

5.01     In  addition  to the rent specified in Section 3.01 above, and/or other
amount  due herein, Tenant covenants and agrees to pay Landlord, an estimated ad
valorem  taxes  and  insurance  of  $.04 per square foot of interior area in the
demised premises for the term of this Lease.  The total monthly payment, subject
to  the  terms  in  Section  3.01  above,  shall  be  $54.40.

5.02     In  addition  to  the  rent, Common Area Maintenance payments and other
charges called for above, and as additional rent, Tenant will pay to Landlord in
Houston, Harris County, Texas, upon Landlord's demand, the pro rata share of any
increase  in  ad  valorem  taxes  assessed against the leased premises.  This to
include  special assessments due and payable with respect to the warehouse tract
and  improvements  thereon  imposed  by  the  state,  county,  school  district,
municipal,  government,  or  legal  tax  authority.  The  Landlord,  at his sole
discretion, may elect to bill Tenants for their pro rata share of said estimated
or  actual  increase,  provided by any legal taxing authority for said taxes and
insurance of special assessment (on a monthly basis) to insure prompt and proper
payment  of  said  taxes  to  avoid  delinquent  payments.

5.03     Tenant shall be obligated and agrees to pay all such taxes which may be
lawfully  charged, assessed or imposed upon any fixtures, equipment and personal
property  in  the  demised  premises;  and  Tenant shall be obligated to pay all
license fees, sales taxes and other fees and taxes which may be lawfully imposed
upon  or with respect to the business of Tenant conducted in or upon the demised
premises.

5.04     As  additional  rental,  Tenant will pay to Landlord in Houston, Harris
County,  Texas,  upon  Landlord's demand, in each year pro rata cost of fire and
extended insurance, public liability insurance and other insurance pertaining to
the leased premises.  Any proration of such increase shall be in the same manner
as  in  paragraph  5.01  above.

5.05     It  is  agreed that all determinations shall be made by the Landlord in
good  faith.  Landlord  will, upon request, furnish copies of all tax renditions
and  statements,  insurance  policies  and premium statements and other data and
material  in  Landlord's possession relating to calculation and determination of
all  such  amounts determined by Landlord to be due by Tenant under this Article
V.
<PAGE>

                             ARTICLE VI -- UTILITIES

6.01     Tenant  will  at its own cost and expense pay for all water, gas, heat,
electricity,  water  and  other  utilities used in the demised premises and will
save  and  hold  Landlord  harmless  from  any  charge  or  liability  for same.

                     ARTICLE VII -- TENANT'S USE OF PREMISES

7.01     It  is  understood,  and  Tenant  so  agrees that the demised premises,
during  the  term  hereof, may be used and occupied only for General Office Use.
Tenant  binds  and  obligates  itself  to  occupy  and  use  the  lease premises
continuously  during  the  term of this Lease for the purpose provided above and
according  to  the generally accepted standards for the operation of the same or
similar businesses, and during regular business hours as provided in this Lease.

7.02     Tenant  agrees,  during the entire term hereof, to conduct its business
in the Premises at all times in a high class and reputable manner.  Tenant shall
promptly  comply  with  all  laws,  ordinances, and lawful orders and regulation
affecting  the  demised premises and the cleanliness, safety, occupation and use
of same.  No auction or bankruptcy sale may be conducted in the demised premises
without  the  previous  written consent of Landlord.  Tenant agrees that it will
conduct  its  business  in the demised premises during the regular and customary
hours  of  such  type  of  business  on all business days, and will conduct such
business in lawful manner and in good faith.  Tenant shall not use the sidewalks
or  any area adjacent to the Premises for business purposes without the previous
written  consent  of  Landlord.

7.03     In  addition  to the foregoing, Tenant agrees that it will at all times
during  the  term  hereof:
     (a)     Maintain the demised premises and exterior and interior portions of
all  windows,  doors  and all other glass or plate glass fixtures in first class
and  to  keep  the  demised  premises  in  a  neat  and  clean  condition.
     (b)     Cause  all goods  and  merchandise  to be delivered and removed and
all  removal of garbage and refuse to be made only by way of the areas which may
be designated  by  Landlord  for  Tenant's  use  for  such  purposes.

7.04     Tenant  further  agrees  that  it  will not at any time during the term
hereof  (a)  place  on  the exterior walls (including both interior and exterior
surfaces  of  windows  and doors), the roof of the demised premises or any other
part  of  the  Office/Warehouse  outside  the demised premises any sign, symbol,
advertisement, neon lights, other light, or any other object or thing visible to
public view outside of the demised premises without the prior written consent of
Landlord,  or  (b) perform any act or carry on any practice which may injure the
demised  premises or the building in which same are located or any other part of
the  Office/Warehouse or cause any offensive odors or loud noise or constitute a
nuisance  or  menace to any other tenants therein, or (c) operate or cause to be
operated  any  incinerator or other device for burning of trash or refuse on the
demised  premises  or  any  where  in  the  Office/Warehouse.

                           ARTICLE VIII -- MAINTENANCE

8.01     Other  than  as provided below in this section, Landlord agrees to keep
in  good  order,  condition  and  repair the foundations, exterior walls (except
glass  and  glass  windows  and  the so-called store front), roof and structural
portions  of  the  demised  premises, except for reasonable use and wear and any
<PAGE>
damage  thereof  caused  by  any  act  of negligence of "Tenant," its employees,
agents,  licensees  or  contracts.

8.02     Tenant  agrees  throughout  the  term  hereof  to keep and maintain the
Premises and every part thereof (except as herein above provided) in good order,
condition  and  repair,  including  without  limitation, all plumbing facilities
within the demised premises, fixtures and interior walls, floors ceiling, signs,
air  conditioning  and  heating  equipment, all interior building appliances and
similar  equipment  and  the  sewer  line  from  the  Premises  to  its point of
connection  with  the  main  sewer  line  maintained  by  Landlord  to serve the
Office/Warehouse.  Tenant  specifically  agrees  to  replace all glass and glass
windows in the demised premises which may be broken or cracked during this Lease
at  Tenant's  sole  cost,  if  broken  from  inside  Tenants  space.

8.03     Tenant shall not make any alterations, improvements or additions to the
Premises  without  first  obtaining,  in  each  instance, the written consent of
Landlord.  Any  and all alterations, additions, improvement, and fixtures (other
that the usual trade fixtures) which may be made or installed by either Landlord
or  Tenant upon the Premises and which in any manner are attached to the floors,
walls  or  ceiling  (including  without  limitation  any linoleum or other floor
covering which may be cemented or otherwise adhesively attached to the floor, or
air  conditioning and heating systems) shall remain upon the Premises and at the
termination of this Lease shall be surrendered with the Premises as part thereof
without  disturbance,  molestation  or  injury  except  for  cabinets  and light
fixtures  which have been paid for and installed by Tenant.  Said cabinets shall
remain  the  property  of Tenant, and Tenant may remove them at any time, or, at
Tenant's  option,  within a reasonable time after the termination of this Lease.

                   ARTICLE IX -- INDEMNITY & PUBLIC LIABILITY

9.01     Tenant  agrees  to indemnify and save Landlord harmless from all claims
(including  reasonable  costs and expenses of defending such claims) arising (or
alleged  to  arise)  from  any  act or omission of Tenant or Tenant's agents, or
contractors,  or  arising  from any injury, damage or death to any person or the
property  of  any  person  should such occur during the term of this Lease in or
about  the Tenant's leased premises from any cause whatsoever (including without
limitations  bursting pipes and smoke) by reason of construction, use, occupancy
or  enjoyment  of  the  premises  by  Tenant or any person therein holding under
Tenant.  Tenant  assumes  responsibility  for  the condition of the premises and
agrees  to  give  Landlord written notice in the event of any damage, defect, or
disrepair  therein.  Tenant  will  provide a waiver of subrogation from Tenant's
fire  and  extended coverage insurance carrier to Landlord upon request.  Tenant
agrees  that  Landlord  shall  not  be responsible or liable to tenants or those
claiming  under  Tenant  for  any  loss  while  occupying  any other part of the
Office/Warehouse,  excluding  Landlord, Landlord's employees, representatives or
agents  who  may  occupy  any  other  part  of  the  Office/Warehouse.

9.02     Tenant  will maintain, at is own cost and expense, public liability and
property damage insurance in a form and with a company acceptable to Landlord in
a  minimum  amount of $25,000.00 for property damage.  $100,000.00 for injury to
or  death  of one person and $300,000.00 for injury to or death of more than one
person  and  in  one accident or casualty.  Such policy shall name Landlord (and
any  of  its  affiliates,  subsidiaries,  successors,  and assigns designated by
Landlord)  and Tenant as the insured and shall be noncancellable with respect to
Landlord  except  after  thirty (30) days written notice.  A certificate of such
policy  will  be  deposited  with  Landlord  at least ten (10) days prior to the
commencement  date  of  this  Lease  and  renewals  thereof as required shall be
delivered  to  Landlord  at  least  ten (10) days prior to the expiration of the
respective  policy  terms.
<PAGE>

                 ARTICLE X -- NON-LIABILITY FOR CERTAIN DAMAGES

10.01    Landlord  shall  not  be  liable to  Tenant for any injury to person or
damage  to  property caused by Premises becoming out of repair or by gas, water,
steam, electricity, or oil leaking or escaping into the demised premises (except
where  due  to  Landlord's  negligence or failure to make repairs required to be
made  hereunder, after the expiration of thirty days and after written notice to
Landlord  of  the need for such repairs), nor shall Landlord be liable to Tenant
for any loss or damage that be occasioned by or through the acts or omissions of
other  tenants  of  the  center  or any other persons whatsoever, except acts or
omissions  of  employees  and  agents of Landlord.  All property kept, stored or
maintained  within  the  Premises  shall  be  at  Tenant's  sole  risk.

                   ARTICLE XI -- LANDLORD'S ACCESS TO PREMISES

11.01    Landlord  shall  have  the  right  to  enter  upon the Premises at  all
reasonable  hours for the purpose of making emergency repairs to the Premises or
any  property  owned or controlled by Landlord.  If Landlord deems necessary any
repairs  or  maintenance  work  required  under this Lease to be made by Tenant.
Landlord  may  demand that Tenant make the same forthwith.  If Tenant refuses or
neglects  to commence such repairs, Landlord may (but shall not be obligated to)
make  or  cause  such repairs or maintenance work to be made (without in any way
waiving  any  other rights of Landlord hereunder for Tenant's said default); and
if Landlord causes such repairs or maintenance work to be made, Tenant agrees to
pay  Landlord,  as  additional  rent, the cost of any such repair or maintenance
work  thereof  with  interest  at  ten  percent (10%) per annum, and if it shall
default  in  such  payment, Landlord shall have the remedies provided in Article
XVI  hereof.

                   ARTICLE XII -- FIRE AND CASUALTY INSURANCE

12.01    Tenant  shall  keep  its  fixtures, merchandise, and equipment  insured
against  loss  or  damage  by  fire or casualty with the usual extended coverage
clauses,  and  in the event of loss thereof or damage thereto neither Tenant nor
its  insurer  shall  have any recourse against Landlord, it being understood and
agreed  that  Tenant assumes all risk of damage to its own property arising from
any  cause  whatsoever, including without limitation loss by theft or otherwise,
excluding  any  loss  or  damage  caused  by  Landlord's  agents,  employees, or
representatives,  and  that  each  insurance  policy  maintained by Tenant shall
contain  an  express  waiver  of  any  rights  of  subrogation by the insurer or
underwriter  to  any  claim  against  Landlord.

12.02    Tenant agrees that it will not carry any stock of goods or do  anything
in or about the demised premises which will in any way increase the premiums for
insurance  carrier  by  Landlord  or any other tenants on or with respect to the
demised  premises,  the building of which the demised premises are a part or any
other buildings in the Office/Warehouse or their respective contents; and Tenant
will  on  demand  reimburse  Landlord  and  all  other  tenants  of  Landlord in
Office/Warehouse  for  all extra premiums charged to Landlord caused by Tenant's
use  of the demised premises, whether or not Landlord has consented to the same.
If Tenant shall install any electrical equipment that overloads the lines in the
demised  premises,  Tenant  shall  at  its  expense  make  whatever  changes are
necessary  to  comply  with  the  requirements of the insurance underwriters and
governmental  authorities  having  jurisdiction  thereover.
<PAGE>

                 ARTICLE XIII -- CASUALTY DAMAGE OR DESTRUCTION

13.01    If at any time when twelve (12) full calendar months or more remain  in
the  lease  term, any part of the entire building should be destroyed or damaged
by fire or other risk covered by Landlord's fire and extended coverage insurance
and  such  damage  or  destruction  amounts to less than twenty percent (20%) of
current  replacement cost of the entire building and such damage can be repaired
with  the  application of reasonable diligence within fifteen (15) working days,
then  in  such  event  Landlord  will be obligated to repair and reconstruct the
premises,  within  a  reasonable  time,  subject  to  delays  caused by strikes,
shortage  of  labor  or  material,  war, Acts of God and other conditions beyond
Landlord's  reasonable  control.  Otherwise,  if  the  demised  premises, or the
building  should  be  destroyed  or  damaged by fire or any other casualty, then
Landlord  shall  have  the  election  to  terminate  this Lease or to repair and
reconstruct the premises, and Landlord will notify Tenant of its election within
thirty  (30)  days after receipt of written notice from Tenant of such damage or
destruction.

                          ARTICLE XIV -- EMINENT DOMAIN

14.01    If  there  shall  be  taken  during  the term of this Lease all of  the
demised  premises,  or  so  large  a  part  thereof  that  the balance cannot be
practicably and economically restored to a unit, then in any of such events this
Lease  shall  terminate.  If  a  lesser  part of the leased premises or building
should  be  so  taken,  then  Landlord  may  elect to terminate this Lease or to
continue  same  in effect, but if Landlord elects to continue Lease, the minimum
rental  shall  be  reduced  in  proportion to the area of the leased premises so
taken.

14.02    All  sums  awarded  or agreed upon between Landlord and the  condemning
authority for taking of the fee or the leasehold interest, whether as damages or
as  compensation,  will  be  the property of Landlord.  Any amounts specifically
awarded or agreed upon by the Tenant and the condemning authority for the taking
of  Tenant's  trade fixtures or other equipment shall be the property of Tenant.

                      ARTICLE XV -- ASSINGMENTS-SUBLETTING

15.01    Notwithstanding  any  other  provision of this Lease, Tenant  covenants
and  agrees  that  it  will not assign this Lease or sublet (which term, without
limitation,  shall  include  granting of concessions, licenses and the like) the
whole or any part of the demised premises without the express written consent of
Landlord,  and  in  any  case where Landlord shall consent to such assignment or
subletting,  the  Tenant  named  herein  shall  remain  fully  liable  for  the
obligations  of  the  "Tenant"  hereunder;  including  without  limitation,  the
obligation  to pay all rent and other amounts provided under this Lease, for and
during  the  entire  term  of  this  Lease.

                             ARTICLE XVI -- DEFAULTS

16.01    It  is  covenanted  and agreed that if Tenant shall neglect or fail  to
perform or observe and the covenants, terms, provisions, or conditions contained
in this Lease to be performed or observed by it, or if the estate hereby created
shall  be  taken  by execution or by other process of law, or if Tenant shall be
declared  bankrupt  or insolvent according to law, or if any assignment shall be
<PAGE>
made  of  the property of Tenant for the benefit of creditors, or if a receiver,
guardian,  or  conservator,  or  other similar office shall be appointed to take
charge  of  all  or  any  substantial  part  of  Tenant's property by a court of
competent  jurisdiction,  or if Tenant shall file a petition or a petition shall
be  filed  for a reorganization of Tenant under any provisions of the Bankruptcy
Act now or hereafter enacted, or if Tenant shall file a petition for arrangement
or  other  relief  under  any  provisions of the Bankruptcy Act now or hereafter
enacted  and  providing  a  plan  or  method for a debtor to settle, satisfy, or
extend  the  time  for  payment  of  debts,  then  and  in any of the said cases
(notwithstanding  any  license of any former breach of covenant or waiver of the
benefit  thereof  or  consent  in  any  former instance), Landlord lawfully may,
immediately,  or  at  any  time  thereafter,  and  without  demand  or   notice,
immediately and upon the demised premises or any part thereof in the name of the
whole  and  repossess  the same as of Landlord's former estate, and expel Tenant
and  those  claiming  by,  through  or  under it and remove its or their effects
(through  reasonable  means)  without  being  deemed  guilty  of  any  manner of
trespass,  and  without liability for any damage of loss thereby occasioned, and
without  prejudice  to any remedies which might otherwise be  used  for  arrears
of   rent  or  preceding  breach  of  covenant.  Tenant  covenants  and  agrees,
notwithstanding  any  entry  or  reentry  by  Landlord,   whether   by   summary
proceedings, termination of this Lease or otherwise, to pay and to be liable for
on all the days originally fixed herein for the payment thereof, an amount equal
to  the  several  installments  of  rent and all other amounts and charges which
would,  under  the  terms  of  this Lease, become due if this Lease had not been
terminated or if Landlord had not entered or reentered as aforesaid, and whether
the  demised  premises  be  re-let  or remain vacant in whole or in part for the
entire  remaining  term  or for any period or periods less than the remainder of
such  term  subject  only  to  a  credit  for the net amount of rentals, if any,
actually  collected  by  Landlord for so doing and without any obligation on the
part of Landlord to re-let (or to attempt to re-let same); or at the election of
Landlord,  Tenant,  upon  the time of such termination shall pay the amount that
represents  the excess of the rental and other amounts and payments hereinabove,
above the reasonable rental value of said demised premises for such remainder or
said  term.

16.02    In  case  Tenant  defaults  in  the  payment of rental or other  amount
becoming  due  by Tenant hereunder or in the performance of observance of any of
the  terms,  covenants, agreements, or conditions contained in the Lease, Tenant
agrees  to pay Landlord all reasonable attorneys fees and costs thereby incurred
by  Landlord,  in addition to all other amounts owing and which may become owing
by  Tenant  hereunder.

16.03    In  the  event  Tenant  shall  fail  to  neglect  to pay any  insurance
premiums  or to maintain any insurance policies which Tenant is obligated to pay
or maintain under any terms or provisions of this Lease, Landlord shall have the
right  (but  shall  not  be obligated to) without impairing or waiving any other
right  or  remedy  herein  provided  for  such  default  by  Tenant, to pay such
insurance  premiums.  To  maintain  policies  of insurance, and all amounts thus
paid  out by Landlord and costs and expenses thus incurred by Landlord, together
with  interest  thereon at the rate of ten percent (10%) per annum from the date
expended  by  Landlord  until  repaid.

16.04    It  is  agreed  that  Landlord  shall have and Tenant hereby grants  to
Landlord  a  valid  first  security  interest  upon  all  the  goods,  chattels,
furniture,  trade  fixtures  and  property which Tenant may have or own upon the
demised  premises  at  any  time  or times during the term of this Lease.  It is
agreed that such express security interest shall not be construed as a waiver of
any  statutory  or other lien given or which may be given Landlord, but shall be
additional  thereto.

                    ARTICLE XVII -- MISCELLANEOUS PROVISIONS

17.01    Financing - Subordination:  It is expressly stipulated and agreed  that
Tenant's  rights,  title,  estate,  and interest in and under this Lease and the
covenants of quiet enjoyment and warranties of Landlord herein contained are and
shall  be  at  all times subordinate and subject to all valid liens and security
interests  now  existing.  Tenant  agrees at any time and from time to time upon
request  of  Landlord  to  execute  and  deliver  proper  recordable  agreements
submitted  by  Landlord  expressly  recognizing  and  confirming  the  foregoing
<PAGE>
subordination  agreement  with  respect  to  any such lien or security interest.
Alternatively,  Tenant also agrees upon request of Landlord at any time or times
to  join  with  any  line-holder  or  secured  party  holding  under Landlord in
recordable  recognition  agreements.

17.02    Holding  Over:  If  Tenant  should  remain in possession of the  leased
premises  after  the expiration of the term of this Lease, without the execution
of  a  new Lease then Tenant shall be deemed to be occupying the Leased premises
as a Tenant from month to month, subject to all the covenants and obligations of
this  Lease  and  at  a  rental equal to 200% of the previous monthly rental and
Common  Area  Maintenance.

17.03    Waiver:  Failure  on the part of Landlord to complain of any action  or
non-action  on  part  of Tenant, no matter how long the same may continue, shall
not  be  deemed  to  be  a  waiver  by  Landlord of any of its rights hereunder.
Further,  it  is  covenanted and agreed that no waiver at any time of any of the
other provisions herein shall be construed as a waiver at any subsequent time of
the  same  provisions.  The  consent  of  approval  by Landlord to any action of
Tenant  requiring  Landlord's  consent  or  approval  shall  be required for any
subsequent  similar  act  by  Tenant.

17.04    Notices:  Whenever  by  the terms of this Lease notice shall or may  be
given either to Landlord or to Tenant, such notice shall be in writing and shall
be  delivered  in hand or sent by Registered or Certified Mail, postage prepaid.

If  intended  for  Landlord,  address  to:

                            Hartman Management, Inc.
                      1450 W. Sam Houston Pkwy N. Suite 100
                               Houston, TX  77043

If  intended  for  Tenant,  addressed  to:

                                 HumaTech, Inc.
                            1718 Fry Road, Suite 450
                               Houston, TX  77084

or such other address as may from time to time hereafter be designated by Tenant
by  like  notice.

17.05    Mechanic's Liens:  Tenant and Landlord agree that each shall pay,  when
due,  all  sums  of  money that may become due for, or purporting to be for, any
labor, services, material, supplies, or equipment alleged to have been furnished
or  to be furnished to or for Tenant.  If secured by mechanic's materialman's or
other lien against the demised premises or Landlord's interest therein, and will
cause  each  such  lien  to  be  fully  discharged  and released at the time the
performance  of  any obligation secured by any such lien matures or becomes due.
If  Tenant  desires  to contest any such lien, it may do so; but notwithstanding
any  such  contest, if any such lien shall be reduced to final judgment and such
judgment  or  such  process  as may be issued for the enforcement thereof is not
promptly  stayed  or  is  so  stayed  and  shall entirely pay and discharge said
judgment  forthwith.  Landlord  shall have the right to post and maintain on the
demised  premises  such  notices of non-responsibility as are provided for under
the  Mechanic's  Lien  Laws  of  Texas.

17.06    Invalidity  of  Particular  Provisions:  If  any term or provisions  of
this  Lease  or  the application thereof to any person or circumstance shall, to
any  extent,  be  invalid  or unenforceable, the remainder of this Lease, or the
application  of  such  term  or  provision to persons or circumstance other than
those  as  to  which  it is held invalid or unenforceable, shall not be affected
thereby,  and  each term and provision of this Lease shall be valid and enforced
to  the  fullest  extent  permitted  by  law.
<PAGE>

17.07    Provisions,  Bindings,  etc.:  Except  as  herein  otherwise  expressly
provided,  the terms and provisions shall be binding upon and shall inure to the
benefit  of  the  heirs,  executors,  administrators,  legal  representatives,
successors,  and  assigns  respectively,  of Landlord and Tenant.  Each term and
each  provision of this Lease to be performed by Tenant shall be construed to be
both  a  covenant  and  a  condition.  The reference contained to successors and
assigns  of  tenant  is  not  intended  to constitute a consent to assignment by
Tenant,  but  has  reference only to those instances in which Landlord may later
give  written  consent  to  a  particular  assignment.

17.08    Definition  of  Terms:  As used in this Lease and when required by  the
context,  each  number  (singular or plural) shall include all numbers, and each
gender shall include all genders; and unless the context otherwise required, the
word  "person"  shall  include  "corporation,  firm,  or  association,"  and
furthermore,  it  is  agreed  and  understood that any or all references made to
"Lessor"  and  "Lessee"  in  this  Lease  shall  by  synonymous  with any or all
references  to  "Landlord"  and "Tenant" in said Lease, and any or all Exhibits,
Addenda,  Attachments,  or  parts  thereof.

17.09    Time  of  Essence:  Time  is and shall be of the essence of this  Lease
and  of  each  term  and  provision  hereof.

17.10    Governing  Law:  This  Lease  shall  be  governed  exclusively  by  the
provisions  hereof  and  by the laws of the State of Texas, as the same may from
time  to  time  exist.

17.11    Tenant  Signs:  Facia  Sign  Criteria  (if  any)  refer to Exhibit  "D"
attached  hereto  and  made  a  part  hereto.

17.12    Mortgagee's  Acceptance:  This agreement shall only be effective  after
written  approval  by  Landlord's  mortgagee  accepting the terms and conditions
herein.

17.13    Estoppel  Certificate:  Tenant  agrees  at  the request of Landlord  to
execute  an  Estoppel Certificate and return same to Landlord within thirty (30)
days.  Failure  to sign same when requested will constitute a default under this
Lease  Agreement.

17.14    Additions  to  Common  Areas:  Landlord  reserves  the  right  to  make
additions  to  the  parking  lot  and/or the common area of the Office/Warehouse
(whether  erected,  built  or  installed)  provided  that  such additions do not
substantially  alter  the  Premises  or  parking  lot  of  the Office/Warehouse.

17.15    Option:  Provided  that  the Lease between the Landlord and the  Tenant
is  not  in  default  hereunder,  Landlord grants Tenant the option to renew the
Lease  on  the  premises  for an extended period of one term, being 36 months in
duration,  upon  the  termination  of  the primary term.  The rental rate of the
premises  will be the Fair Market Value Rental.  Tenant must exercise its option
to  renew  said  Lease no less than six (6) months prior to the end of the term.

17.16    Entire  Agreement:  This agreement and any addenda thereto  constitutes
the sole agreement of the parties hereto and supersedes any prior understandings
or  written  or  oral  agreements respecting the leased premises.  No amendment,
modification,  or  alteration of the terms of conditions herein shall be binding
unless  the  same  shall  be in writing and duly executed by the parties hereto.

17.17    To  the  extent that the validity of or the protection afforded by  any
policy  of insurance is not impaired thereby, Landlord and Tenant each expressly
waives  any cause of action or right to recovery which either may have hereafter
against the other for any loss or damage, as the case may be, arising out of any
risk covered by any such insurance policy, whether or not such policy shall have
been  taken  out  by  the  party  sustaining  such  loss  or  damage.

17.18    Notwithstanding anything herein to the contrary, to secure the  payment
of  all  rental  obligations  due  and to become due hereunder, and the faithful
performance  of  this  Lease by the Tenant, hereby gives the Landlord an express
<PAGE>
CONTRACT LIEN on all property, chattels and inventory in the premises, exclusive
of  that owned by others.  All exemption laws are hereby waived in favor of said
lien.  This  lien is give in addition to the Landlord's Statutory Lien and shall
be  cumulative  thereof.  This  Lease  is  also  intended  to  and constitutes a
security  agreement  and  the  lien  herein created for security interest herein
established.  The security interest herein established may be foreclosed without
court  proceedings  by a public or private sale as a security interest under the
Uniform Commercial Code of this state, and pursuant thereof.  Tenant agrees that
upon  Landlord's  requires  Tenant  shall  execute  UCC-1s.

17.19    Notwithstanding  anything  herein  to  the contrary, both Landlord  and
Tenant  agree  that  any delay in the Tenant occupancy of space, will not affect
the  starting date on the lease.  Whether the delay is caused by either Landlord
or  Tenant,  the  rental  starting  date shall remain as described in the lease.

17.20    In  consideration  of  Landlord's  covenants and agreements  hereunder,
Tenant  hereby  covenants  and  agrees  not  to disclose any terms, covenants or
conditions of this Lease to any other party without the prior written consent of
Landlord.

17.21    The  parties  to  this contract [and any broker who signs the contract]
agree  to negotiate in good faith in an effort to resolve any dispute related to
the  contract  that  may  arise  between  the  parties [or between a party and a
broker].  If  the dispute cannot be resolved by negotiation, the dispute will be
submitted  to  mediation  before  resorting  to  litigation.  If  the  need  for
mediation  arises, a mutually acceptable mediator shall be chosen by the parties
to  the  dispute  who  shall  share  the  cost  of  mediation  services equally.

17.22    Should  Tenant  decide  to vacate the premises upon expiration of  this
Lease,  Tenant  agrees  to  provide Landlord with ninety (90) days prior written
notice of its intent to vacate.  If ninety (90) days prior written notice is not
provided  and the space is vacated upon expiration or anytime thereafter without
proper  notice,  the  Tenant  agrees  to  forfeit  the  security  deposit.

Agreed  this      1  day  of      December,  1999.
             ------          -------------

TENANT:                            LANDLORD:

HumaTech,  Inc.                    Houston  R.E.  Income  Properties  XV,  Ltd.
                                   d/b/a  Corporate  Park  West


/s/  David  Williams               /s/  Allen  Hartman
--------------------               -------------------
David  Williams,  President        Hartman Partnership XV, Inc. General Partner
                                   Allen  Hartman,  President


     36-355-9839
     -----------
Tax  Id  No.

<PAGE>
                                   Exhibit "A"

                                Legal Description


<PAGE>
                                   Exhibit "B"

                      Tenant accepts lease space in "As-Is"

<PAGE>
                                   Exhibit "C"

                          Corporate Park West Site Plan

<PAGE>
                                   Exhibit "D"

                                  Sign Criteria