LEASE EXPANSION AND SIXTH AMENDMENT TO LEASE AGREEMENT

THIS  LEASE EXPANSION AND SIXTH AMENDMENT TO LEASE AGREEMENT
("Sixth  Amendment") is entered into as of the  6th  day  of
July,  1998,  between  KAB  PLAZA PARTNERS,  L.P.,  a  Texas
limited  partnership  ("Landlord"),  and  AMRESCO,  INC.,  a
Delaware corporation ("Tenant").

                         WITNESSETH:

     WHEREAS, K-P Plaza Limited Partnership, a Texas limited
partnership  ("K-P  Plaza"), and Tenant  entered  into  that
certain  Office Lease dated February 9, 1996, as amended  by
that certain First Amendment to Office Lease dated July  17,
1996  ("First  Amendment"), covering  approximately  130,606
rentable  square feet of area ("Original Premises")  located
on  the  entire 17th, 22nd, 23rd, 24th and 25th  floors  and
part of the 16th floor as more particularly described in the
Lease  and commonly referred to as Suite 2400 in the  office
building  located  at  700 North Pearl  Street  (the  "North
Tower")  within the development commonly known as the  Plaza
of  the Americas situated on Blocks 257 and 258 in the  City
of Dallas, Texas.

      WHEREAS, K-P Plaza and Tenant entered into that Second
Amendment  to  Lease Agreement dated May 27,  1997  ("Second
Amendment"),  whereby  Tenant leased 3,858  rentable  square
feet of area located on the 16th floor of the North Tower on
a  temporary  basis until December 31, 1997 (the  "Temporary
Premises"), all as set forth in the Second Amendment;

      WHEREAS, K-P Plaza and Tenant entered into that  Third
Amendment  to  Lease  Agreement  dated  September  22,  1997
("Third  Amendment"),  whereby Tenant leased  an  additional
3,128 rentable square feet of area located on the 16th floor
of the North Tower on a temporary basis until March 31, 1998
("Additional Temporary Premises"), all as set forth  in  the
Third Amendment;

      WHEREAS,  Landlord succeeded to the  interest  of  K-P
Plaza  and assumed all of K-P Plaza's obligations under  the
Lease;

      WHEREAS, Landlord and Tenant entered into that  Fourth
Amendment to Lease Agreement dated January 6, 1998  ("Fourth
Amendment"), whereby Tenant expanded the Premises by  32,139
rentable  square feet of area - some of which space included
the Temporary Space and the Additional Temporary Space -  on
the  16th  and  19th  floors  of the  North  Tower  ("Fourth
Amendment   Expansion  Premises")  so  that   the   Premises
thereafter totaled 162,745 rentable square feet of area;

      WHEREAS,  Landlord and Tenant entered into that  Fifth
Amendment  to  Lease Agreement dated March 25, 1998  ("Fifth
Amendment"),  whereby Tenant expanded  the  Premises  by  an
additional  34,856 rentable square feet of area on  the  4th
and  18th  floors of the North Tower commonly identified  as
Suite  400  and Suite 1850, so that the Premises  thereafter
totaled  197,601 rentable square feet of area  (such  Office
Lease  Agreement,  as amended by the First,  Second,  Third,
Fourth and Fifth Amendments, is hereafter referred to as the
"Lease"); and

      WHEREAS, Landlord and Tenant desire to amend the Lease
further  to, among other things, expand the Premises  by  an
additional  1,486 rentable square feet of area on  the  21st
floor  of the North Tower commonly identified as Suite 2145,
as  shown on Exhibit "A" to the Sixth Amendment, all as more
fully set forth in this Sixth Amendment;

      NOW,  THEREFORE, for good and valuable  consideration,
the   receipt   and   sufficiency  of   which   are   hereby
acknowledged, Landlord and Tenant hereby agree to amend  the
Lease as follows:

1.   Definitions.  Unless  otherwise  defined,  all  defined
     terms in this Sixth Amendment have the same meaning as in
     the Lease.

2.   Premises.  Beginning  on the first  full  business  day
     after the Effective Date for this Sixth Amendment (such date
     hereafter referred to as the "Commencement Date for 21st
     Floor Expansion"), the Premises will expand to include the
     1,486 rentable square feet of area located on the 21st floor
     of the North Tower commonly known as Suite 2145 and as shown
     on  Exhibit  "A" to this Sixth Amendment  ("21st  Floor
     Expansion Premises"). Thereafter, the Premises as described
     in the Basic Office Lease Information incorporated into the
     Lease will total 199,087 rentable square feet of area -
     which Premises will include the Original Premises,  the
     Fourth  Amendment Expansion Premises,  the  18th  Floor
     Expansion Premises, the 4th Floor Expansion Premises, and
     the 21st Floor Expansion Premises. Tenant shall execute and
     deliver to Landlord, within 10 days after Landlord  has
     requested  same, a letter confirming (i)  the  Tenant's
     acceptance of the 21st Floor Expansion Premises, (ii) the
     Commencement Date for the 21st Floor Expansion Premises, and
     (iii) that Landlord has performed all of its obligations
     with respect to the 21st Floor Expansion Premises.

3.   Term,  The  Term of the Lease (i) remains unchanged  by
     this Sixth Amendment and (ii) applies to the 21st Floor
     Expansion Premises.

4.   Basic  Rental.  Beginning on the Commencement Date  for
     21st Floor Expansion, and continuing until and including
     October 31, 2003 Tenant shall pay Landlord Basic Rental for
     the 21st Floor Expansion Premises (i.e., the approximately
     1,486 rentable square feet of area) at the annual rental
     rate of $10.00 per rentable square foot (i.e., $1,238.33
     monthly) in the manner set forth in Article IV of the Lease,
     together  with all other amounts due under  the  Lease.
     Beginning on November 1, 2003 and continuing until the end
     of the Term, Tenant shall pay Landlord Basic Rental for the
     21st Floor Expansion Premises at the annual rental rate of
     $12.00 per rentable square foot (i.e., $1,486.00 monthly) in
     the manner set forth in Article IV of the Lease, together
     with all other amounts due under the Lease. The Basic Rental
     set  forth above applicable to the 21st Floor Expansion
     Premises includes Tenant's Proportionate Share of Basic
     Costs for the calendar year commencing January 1, 1998, and
     ending December 31, 1998, but does not include Tenant's
     share of electrical and other utility charges described in
     Section 4.c of the Lease and elsewhere. In addition to the
     Basic Rental applicable to the 21st Floor Expansion Premises
     set forth above, Tenant shall pay Landlord in the manner
     provided for in the Lease all other amounts due under  the
     Lease, including, without limitation, (i) Tenant's share of
     the Excess described in Exhibit "C" to the Lease for the
     years after 1998 and (ii) the Electrical Costs as set forth
     in Section 4.c of the Lease. Except as otherwise expressly
     provided herein, nothing in this Sixth Amendment effects the
     payment of Basic Rental or other sums due under the Lease.
     For the purposes of calculating the Excess applicable to the
     21st Floor Expansion Premises under Exhibit "C" of  the
     Lease, the cap on Controllable Expenses applies, but the
     Expense  Stop  applicable to the 21st  Floor  Expansion
     Premises  will be calculated using Basic cost  for  the
     Calendar year 1998. If, with the consent of Landlord, Tenant
     enters into occupancy of the 21st Floor Expansion Premises
     to do business prior to the Commencement Date for 21st Floor
     Expansion, the provisions of the Lease apply and  Basic
     Rental accrues and is payable from the date of occupancy.

5.   Tenant's  Proportionate  Share.   Landlord  and  Tenant
     stipulate and agree that for all purposes under this Lease,
     effective from and after the Commencement Date for 21st
     Floor  Expansion, the Tenant's Proportionate  Share  is
     19.014%. It is further stipulated and agreed that for all
     purposes under this Lease, the Tenant's Proportionate Share
     is obtained by dividing (i) the rentable square feet in the
     Premises at the time (which includes a pro rata share of the
     Common Areas) by (ii) 1,045,551. The foregoing numbers of
     rentable  square feet are stipulations and establish  a
     material part of the economic basis for the execution of
     this Lease by Landlord and shall not be adjusted unless the
     rentable area of Premises is increased or decreased by the
     addition or deletion of rentable area within the Buildings
     and an appropriate amendment to the Lease is executed.

6.   Tenant Improvements; As Is. TENANT AGREES TO ACCEPT THE
     21ST FLOOR EXPANSION PREMISES IN ITS "AS IS" CONDITION AS OF
     THE DATE OF THIS SIXTH AMENDMENT WITHOUT REPRESENTATION OR
     WARRANTY OF ANY KIND BY LANDLORD, INCLUDING ANY WARRANTY OF
     HABITABILITY OR FITNESS FOR ANY PARTICULAR USE.

7.   Substitution Right.

     a.   Substitution Right. From time to time during the Term,
       Landlord  may substitute for the 21st floor Expansion
       Premises other space that has an area at least equal to that
       of the 21st Floor Expansion Premises and is located in the
       North Tower (the "Substitution Space") if Landlord secures a
       lease with another tenant for the entire 21st floor.

     b.   Effect of Substitution. If Landlord exercises such
       right  by giving Tenant notice thereof ("Substitution
       Notice"), the (i) the description of the Premises shall be
       replaced by the description of the Substitution Space; and
       (ii) all of the terms and conditions of the Sixth Amendment
       and the Lease shall apply to the Substitution Space except
       that, if the Substitution Space contains more square footage
       than the 21st Floor Expansion Premises, then the Basic
       Rental shall be increased proportionately. The effective
       date of such substitution (the "Substitution Effective
       Date") shall be the date specified in the Substitution
       Notice or, if Landlord is required to perform tenant finish
       work to the Substitution Space under Paragraph 7.c of this
       Sixth  Amendment,  then the date  on  which  Landlord
       substantially completes such tenant finish work. If Landlord
       is delayed in performing the tenant finish work by Tenant's
       actions  (either by Tenant's change in the plans  and
       specifications for such work or otherwise), then  the
       Substitution Effective Date shall not be extended and Tenant
       shall pay Rent for the Substitution Space Beginning on the
       date specified in the Substitution Notice.

     c.   Possession of Substitution Space.  Tenant may either
       accept possession of the Substitution Space in its "as is"
       condition as of the Substitution Effective Date or require
       Landlord to alter The Substitution Space in the same manner
       as the Premises were altered or were to be altered. Tenant
       shall deliver to Landlord written notice of its election
       within 10 days after the Substitution Notice has been
       delivered to Tenant. If Tenant fails to timely deliver
       notice of its election or if an Event of Default then
       exists, then Tenant shall be deemed to have elected to
       accept possession of the Substitution Space in its "as is"
       condition.

     d.   Surrender of Premises.  Tenant shall move from the 21st
       Floor Expansion Premises into the Substitution Space and
       shall surrender possession of the 21st Floor Expansion
       Premises as provided in this Paragraph 7 by the Substitution
       Effective Date. If Tenant occupies the 21st Floor Expansion
       Premises after the Substitution Effective Date,  then
       Tenant's occupancy of the 21st Floor Expansion Premises
       shall be a tenancy at sufferance (and, without limiting all
       other rights and remedies available to Landlord, including
       instituting a forcible detainer suit), Tenant shall pay
       Basic Rental for the 21st Floor Expansion Premises as
       provided in the Lease and this Sixth Amendment and all other
       Rent due there for until such occupancy ends; such amounts
       shall be in addition to the Rent due for the Substitution
       Space.

     e.   Tenant's Reimbursement.  If Landlord exercises its
       substitution right, then Landlord shall reimburse Tenant for
       Tenant's reasonable out-of-pocket expenses for moving
       Tenant's furniture, office equipment, supplies, cabling,
       Tenant's equipment, and telephone equipment from the 21st
       Floor Expansion Premises to the Substitution Space. If the
       Substitution Space contains more square footage than the
       21st  Floor Expansion Premises, and if the 21st Floor
       Expansion Premises were carpeted, Landlord shall supply and
       install  an equal amount of carpeting of the same  or
       equivalent quality and color.

8.   Brokerage.  Tenant warrants that it has had no dealings
     with any broker or agent in connection with the negotiation
     or  execution of this Sixth Amendment other  than  with
     Prentiss Properties Limited, Inc. Both Landlord and Tenant
     agree to indemnify each other and hold each other harmless
     from and against any and all costs (including investigation
     and defense costs) and expenses, claims for commissions or
     other payments by any broker or agent who alleges to have
     performed services on behalf of the indemnifying party.

9.   Management Company.  Tenant acknowledges that  Prentiss
     Properties Limited, Inc. is the Landlord's management and
     leasing representative.

10.  Authority.   Each  individual signing below  represents
     that he/she has been duly authorized to execute and deliver
     this Sixth Amendment and that same shall be binding  on
     Landlord and Tenant (as applicable) on whose behalf he/she
     is signing.

11.  Entire Agreement.  This Sixth Amendment, together  with
     the provisions of the Lease, embody the entire agreement
     between the parties with respect to the subject  matter
     hereof and cannot be varied except by written agreement of
     the parties.

12.  Successors  and Assigns.  All of the terms,  covenants,
     provisions, and conditions of this Sixth Amendment  are
     hereby made binding on the executors, heirs, administrators,
     successors, and permitted assigns of both parties hereto.

13.  Headings.   The  captions used in connection  with  the
     sections of this Sixth Amendment are for convenience only
     and shall not be deemed to construe or limit the meaning of
     the language of this Sixth Amendment.

14.  Conflict.   In  the event of any conflict  between  the
     provisions of this Sixth Amendment and the provisions of the
     Lease, the provisions of this Sixth Amendment will govern
     and control.

15.  Drafting.  Landlord and Tenant acknowledge and  confirm
     that each of their respective attorneys have participated
     jointly in the review and revision of this Sixth Amendment
     and that it has not been written solely by counsel for one
     party. Landlord and Tenant therefore stipulate and agree
     that  the  rule of construction to the effect that  any
     ambiguities  are to be or may be resolved  against  the
     drafting party shall not be employed in the interpretation
     of this Sixth Amendment to favor any party against another.

16.  Lease.   As  amended hereby, the Lease will govern  the
     21st Floor Expansion Premises and will continue in full
     force and effect and is ratified and confirmed by Landlord
     and Tenant. From and after the date of this Sixth Amendment,
     the term "Lease", when used in the Lease, will mean the Lease,
     as further amended by this Sixth Amendment.

17.  Counterparts.  This Sixth Amendment may be executed  in
     multiple  counterparts  and signature  pages  from  any
     counterpart may be appended to any other counterpart.  All
     counterparts shall constitute a single, unified instrument.

WITNESS  THE EXECUTION HEREOF, effective as of the date  set
forth above ("Effective Date").

                         AMRESCO, INC., a Delaware corporation


                         By:    //Derek Nash
                         By:       Derek Nash
                         Title:    Vice President Facilities


                         KAB PLAZA PARTNERS, L.P.
                         A Texas limited partnership


                         By:      AB Sub II, Inc.
                                  Its general partner

                         By:
                         Title: