EXHIBIT 10.1
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                                    SUBLEASE

         This sublease  dated February 1, 2000 between  Synaptic  Pharmaceutical
Corporation,  a Delaware corporation having its principal offices at 215 College
Road, Paramus, NJ 07652 (the "Sublessor") and Linguagen Corp. (the "Sublessee").

         WHEREAS,  Sublessor  is the tenant of ARE 215  College  Road,  LLC (the
"Overlandlord")  under certain lease agreements and amendments thereto listed on
Schedule A attached hereto and made part hereof  (collectively  the "Overlease")
relating  to land and  improvements  located in the  County of  Bergen,  Town of
Paramus, State of New Jersey known as 215 College Road (the "Paramus Facility");
and

         WHEREAS,  the  Sublessor  desires  to sublet a portion  of the  Paramus
Facility  comprised of approximately  2,500 square feet located in the southeast
part of the Paramus  Facility as shown on Schedule B attached  hereto and made a
part hereof (the "Demised  Premises")  to the Sublessee  upon and subject to the
terms and conditions hereinbelow setforth;

                                   WITNESSETH

         That in consideration of the mutual agreements  herein  contained,  the
parties hereto do hereby covenant to and with each other as follows:

                               1. DEMISE OF PREMISES

     A.   Sublessor  does hereby sublet to Sublessee  and Sublessee  does hereby
          sublet from  Sublessor  the Demised  Premises at the rent and upon the
          terms and conditions herein stated,  for a term of up to eighteen (18)
          months to commence on February 1, 2000 (the  "Commencement  Date") and
          to expire at midnight on July 31, 2001 (the "Expiration  Date"),  such
          period hereinafter referred to as the "Term".

     B.   The  Sublessee can effect a  termination  of this  Sublease  prior the
          Expiration  Date by  informing  Sublessor  in writing no later than 60
          days of its intention to surrender the Demised  premises,  hereinafter
          referred to as "Early Termination". Early Termination of this Sublease
          will result in the surrender by the Sublessee of any security  deposit
          to the Sublessor.

                                       2. USE

     A.   The Demised  Premises may be occupied and used for the  following  use
          and purposes (and for no other):  research and development  laboratory
          and related offices, at all times in accordance with applicable zoning
          laws,  rules  and  regulations  now in  effect  or  which  may  become
          effective during the Term.

     B.   Sublessee  shall not use the  Demised  Premises  for a  business  that
          competes with the primary business of the  Overlandlord.

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     C.   Sublessee
          shall not use or permit the use of the  Demised  Premises  or any part
          thereof in any way,  which would  violate the  covenants,  agreements,
          terms  provisions  and conditions of this Sublease or for any unlawful
          purpose or in any unlawful  manner or in violation of the  Certificate
          of  Occupancy  for  the  Demised  Premises  (if  any)  or the  Paramus
          Facility.

                                  3. MONTHLY RENT

     A.   Sublessee  agrees to pay  Sublessor a fixed  monthly rent  ("Rent") in
          advance, without offset,  counterclaim or diminution, on or before the
          first day of each month during the Term. All payments of Rent shall be
          made to the Sublessor at its address hereinabove  provided.  Sublessee
          shall pay to the Sublessor Rent  according to the following  schedule:

          (i)  for the  period  from and  including  February  1, 2000,  through
               and including July 31, 2000, the annual rate of $17.50 per square
               foot ($3,645.83 per month); and

          (ii) for  the period from and including August 1,  2000,  through  and
               including  July  31,  2001,  the   annual   rate  of  $18.75  per
               square  foot ($3,906.25  per month).

    B.    If, upon 90 days prior written  request by the Sublessee, and
          subsequent timely approval by the Sublessor,  the Sublessee  expresses
          an intention to remain on the Demised Premises, the Sublessor,  at its
          option,  may  extend  the  term  of  this  Sublease  for a  period  of
          twenty-four (24) months (the "Extension Period"). During the Extension
          Period, which will be for the period from and including August 1, 2001
          through and including July 31, 2003, Sublessee agrees to pay Sublessor
          Rent, which during the first twelve (12) months shall be at the annual
          rate of $21.00 per square foot  ($4,375.00 per month),  and during the
          subsequent  twelve  (12)  months  shall be at $21.00 per  square  foot
          adjusted to reflect the twelve month  increase in the  Consumer  Price
          Index as published by the  Department  of Labor,  Bureau of Statistics
          for All Urban  Consumers for the month of July 2002.

   C.     Utilities and   services furnished to the  Demised  Premises  for  the
          benefit of the Sublessee shall be provided and paid for as follows:

                  (a) Water -- by Sublessor
                  (b) Electricity -- by Sublessor
                  (c) HVAC -- by Sublessor
                  (d) Janitorial and rubbish removal -- by Sublessee
                  (e) Janitorial in  common  areas -- by  Sublessor
                  (f) Cafeteria subsidy -- by Sublessee

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     D.   Sublessee  agrees to make direct  payment of rent to the  Overlandlord
          upon notice to Sublessee of  Sublessor's  default under the Overlease.

                             4. SUBLESSEE'S ALTERATIONS

     A.   No  alteration  or  improvements  may take place  within  the  Demised
          Premises during the Term of this Sublease  without the express written
          consent of both the Sublessor and  Overlandlord,  subject to the terms
          of the Overlease.

                             5. SUBLETTING; ASSIGNMENT

     A.   Neither the Demised  Premises nor any portion thereof may be sublet or
          occupied or used at any time by persons other than the Sublessee.

     B.   This Sublease may not be assigned.

                                  6. THE OVERLEASE

     A.   Sublessor  represents  (i) that it  holds  83,843  square  feet in the
          Paramus Facility free of encumbrances pursuant to the Overlease;  (ii)
          that the  Overlease  remains  in full  force and effect as of the date
          hereof;  (iii)  that  Sublessor  is current  with  respect to its rent
          payments  and has not  received  notice from the  Overlandlord  of any
          breach or default with respect to any of the  Sublessor's  obligations
          of the Overlease

     B.   Sublessee  warrants to Sublessor that, from and after the Commencement
          Date,  Sublessor shall not be placed or rendered in breach,  violation
          of or in  default  with  respect  to  any  of  Sublessor's  duties  or
          obligations  as lessee under the Overlease nor with respect to failure
          to fulfill or comply with or cause  compliance  with or fulfillment of
          any condition, representation or warranty therein contained;

     C.   Sublessor  grants  no  rights  to  Sublessee  greater  as to  scope or
          duration than those arising under the Overlease. Sublessor reserves to
          itself the  reversionary  interest in the Overlease and in the Demised
          Premises  following  termination of this sublease or expiration of its
          Term.

                           7. INDEMNIFICATION; INSURANCE

     A.   Sublessee shall indemnify,  defend and save Sublessor and Overlandlord
          harmless  against  and from  all  liabilities,  obligations,  damages,
          penalties,  claims,  costs, charges and expenses which may be alleged,
          imposed upon or incurred by Sublessor or Overlandlord by reason of any
          of the following occurring during the Term of this Sublease:

              (a)   Any  matter, cause or thing  arising  out of use, occupancy,
control or management of the Demised  Premises or any part thereof caused by the

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Sublessee or any of its agents, contractors,  servants, employees,  licensees or
invitees;

              (b) Any work or thing done in, or about the  Demised  Premises  or
any part  thereof by  Sublessee  or any of its  agents,  contractors,  servants,
employees, licensees or invitees;

              (c) Any negligence on the part of Sublessee or any of its  agents,
contractors, servants, employees, licensees or invitees;

              (d) Any  accident,  injury,  death  or  damage  to any  person  or
property  occurring  on the Demised  Premises,  or any part  thereof  where such
accident,  injury,  death or damage resulted from an act or omission on the part
of  the  Sublessee  or  any of its  agents,  contractors,  servants,  employees,
licensees  or  invitees or on the part of any other  person on Demised  Premises
under or by right of the Sublessee or its leasehold estate;

              (e) Any  accident,  injury,  death  or  damage  to any  person  or
property  occurring  on any  approaches  to or exits from the Demised  Premises,
but not included in the Demised  Premises,where such accident,  injury, death or
damage resulted from an  act or  omission  on the part of the  Sublessee  or any
of its agents,  contractors,   servants,   employees,   licensees  or   invitees
or on the part of any other  person on, in,  near or about the Demised  Premises
under or by right of the Sublessee or its leasehold estate;

              (f) All attorneys  fees,  costs of  investigation  and defense and
other  expenses  incurred by Sublessor or  Overlandlord  in connection  with any
matter  indemnified  against,  including  the  costs  of  enforcing  the  within
indemnification.

     B.   Sublessor  agrees to promptly  notify  Sublessee of any claim asserted
          against it for which indemnification is sought and shall promptly send
          to Sublessee copies of all papers or legal processes served upon it in
          connection with any action or proceeding  brought against Sublessor by
          reason of any such claim. Sublessee's indemnity shall survive the Term
          of this Sublease.

     C.   Throughout  the Term of this  Sublease,  and any other  period  during
          which Sublessee shall be in possession or occupancy, Sublessee, at its
          sole  cost and  expense,  shall  maintain  in  force  and  effect  the
          following insurance coverages in respect of the Demised Premises;

              (a) Fire  and extended coverage  insuring  Sublessee's  furniture,
                  furnishings,  trade   fixtures   and  leasehold   improvements
                  against  loss  or  damage  by  fire  and  customary  all  risk
                  "extended  coverages"  with limits of not less than their full
                  replacement value;

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              (b) Comprehensive  general  public  liability  insurance,   naming
                  Sublessee, Sublessor and Overlandlord as insureds, with limits
                  of  not  less  than  FIVE  MILLION  ($5,000,000)  DOLLARS  for
                  personal  and  bodily  injury  or  death to one  person,  FIVE
                  MILLION  $5,000,000  DOLLARS for death or personal  and bodily
                  injury to all persons in any one occurrence,  and FIVE HUNDRED
                  THOUSAND ($500,000) DOLLARS for property damage. The amount of
                  these  limits  may  be  increased   at  the   Sublessor's   or
                  Overlandlord's reasonable discretion.

              (c) Prior  to   commencement   of  any  repairs,   alterations  or
                  construction activities,   Sublessee  shall  ensure  that  any
                  contractor  or contractor's  employee  who  may be  performing
                  such  repairs,  alterations  or  construction  activities,  is
                  covered by an appropriate liability policy.

     D.   All insurance  required to be carried by Sublessee  hereunder,  unless
          otherwise stated herein, shall insure Sublessor,  the Overlandlord and
          such other  reasonable  designees of  Sublessor as may have  insurable
          interests. Such policies shall be issued by insurance companies with a
          general  policy  holder's  rating of not less than B+ and a  financial
          rating of not less than  Class X as rated by the most  current  Best's
          Insurance  Reports.  Each such policy shall contain a provision to the
          effect that it cannot be cancelled or amended,  insofar as the Demised
          Premises,  without  at  least  30 days  prior  written  notice  to the
          Sublessor.  Each such  policy  shall  contain a waiver of  subrogation
          clause whereby the insurer waives all rights of subrogation as against
          the   Overlandlord,   Sublessor  and  their   employees,   agents  and
          representatives.  Such casualty  policies  shall,  by their terms,  be
          payable notwithstanding any act or negligence of Sublessee,  Sublessor
          or Overlandlord or their agents, or employees, and notwithstanding the
          occupation or use of the Demised  Premises for purposes more hazardous
          than  permitted  by the  policy.  A  duplicate  original  on each such
          required policy or original certificate of each such coverage shall be
          delivered by Sublessee  to Sublessor  prior to the first  occupancy of
          the Demised Premises by Sublessee and thereafter not less than 30 days
          prior to the expiration of such policy.

     E.   Sublessor and Sublessee hereby remise and release each other and their
          respective officers,  employees,  agents and other  representatives of
          and from any liability  hereafter  arising from loss, damage or injury
          caused  by  fire  or  other  casualty   covered  by  their  respective
          insurance.  Such  insurance  shall  contain a waiver of the  insurer's
          right of subrogation.

     F.   To  the  maximum  extent  permitted  by  law,  Sublessee  agrees  that
          Sublessor or  Overlandlord  shall not be  responsible or liable to the
          Sublessee or to those claiming by, through or under Sublessee, for any
          loss or damage  to  property  of  Sublessee  or of others  that may be
          placed or contained within the Demised Premises.

<PAGE>




                              8. DAMAGE OR DESTRUCTION

     A.   Sublessee shall notify Sublessor promptly of any damage or destruction
          of the Demised Premises by fire, explosion, storm, flood, water, wind,
          Act of God or other cause  ("Casualty  Damage")  and in no event later
          than five (5) days thereafter. The Sublessee represents,  warrants and
          covenants  that in the case of Casualty  Damage,  the Sublessee  shall
          perform those obligations with respect to repair,  restoration  and/or
          reconstruction  of the Paramus  Facility as  Sublessor is obligated to
          perform pursuant to the Overlease.

     B.   Sublessor  represents,  warrants  and  covenants  that in the  case of
          Casualty Damage to the Demised  Premises that is caused by the actions
          of the Sublessor,  the Sublessor shall perform those  obligations with
          respect to repair,  restoration  and/or  reconstruction of the Demised
          Premises in a timely manner.

                               9. REQUIREMENTS OF LAW

     A.   The Sublessee agrees to observe and comply with all laws,  ordinances,
          statutes,  court orders, rules, and regulations of the Federal, State,
          County and Municipal  authorities  applicable to the use and occupancy
          by the  Sublessee  of  the  Demised  Premises  and/or  to  Sublessee's
          business therein. The Sublessee agrees not to do or to permit anything
          to be done on the Demised Premises,  or keep anything  therein,  which
          will increase the rate of fire  insurance  premiums over their current
          levels or which will  obstruct or  interfere  with the rights of other
          tenants within the Paramus  Facility,  or which will conflict with the
          regulations of the local fire department.

     B.   Without   limiting  the   generality  of  the   foregoing,   Sublessee
          acknowledges   the  existence  of   environmental   laws,   rules  and
          regulations  with which the Sublessee shall comply,  including but not
          limited to the Environmental  Cleanup  Responsibility  Act of 1983 and
          the  regulations  promulgated  thereunder  ("ECRA")  as amended by the
          Industrial  Site  Recovery  Act of 1993;  the  regulation  promulgated
          thereunder  and any successor or amended  legislation  or  regulations
          ("ISRA").

                        10. REPAIRS, MAINTENANCE, ALTERATIONS

     A.   Throughout the Term of this  Sublease,  Sublessee  shall,  at its sole
          cost and expense,  take good care of the Demised Premises and keep the
          same in good  order and  condition  and will bear the costs of keeping
          the Demised Premises in good order.

                                  11. CONDEMNATION

     A.   If the  Paramus  Facility  or any part  thereof  wherein  the  Demised
          Premises  are  located  shall  be  taken  by  public  or  quasi-public
          authority  under any power of  eminent  domain or  condemnation,  this
          Sublease,  at the option of the Sublessor,  shall forthwith  terminate
          and the Tenant  shall have no claim or  interest in or to any award of
          damages for such taking.

<PAGE>

                                12. SECURITY DEPOSIT

     A.   Prior to occupation of the Demised  Premises,  Sublessee shall furnish
          Sublessor a Security  Deposit  equal to one month's Rent as calculated
          under Section 3 A (i) of this Sublease.  Such Security Deposit will be
          held by the Sublessor for the Term of this Sublease and any extensions
          thereof,  and may be returned as provided for herein to the  Sublessee
          upon  Sublessee's  surrender  of  the  Demised  Premises.  Should  the
          Sublessor,  upon inspection of the Demised Premises,  deem the Demised
          Premises to be in good order, the Security Deposit will be returned in
          full within 10 business days. Should the Sublessor, upon inspection of
          the  Demised  Premises,  deem  the  Demised  Premises  to be  damaged,
          unclean, or to have experienced  unreasonable wear and tear during the
          Term of this Sublease,  the Sublessee will have 60 days to remedy such
          damage,  uncleanliness,  or wear and tear. Failure by the Sublessee to
          provide  such  remedy  will  result in the return of no portion of the
          Security  Deposit  should the cost of such  remedy be in excess of the
          Security Deposit. The Security Deposit may be used by the Sublessor to
          remedy the Demised  Premises after the 60 days has passed.  Any unused
          portion of the Security Deposit will then be promptly  returned to the
          Sublessee after such remedies are made.

                          13. SURRENDER OF DEMISED PREMISES

     A.   On the last day of the Term or the termination or Extension  Period of
          this Sublease, Sublessee shall quit and surrender the Demised Premises
          vacant, broom clean, in good order, condition and repair.

                                  14. SUBORDINATION

     A.   This Sublease,  at the option of Sublessor or  Overlandlord,  shall be
          subject and  subordinate to all present and future  underlying  leases
          (including the Overlease) and all present and future mortgages, in all
          amounts and all advances thereon,  which may now or hereafter encumber
          the Overlease, the Paramus Facility,  and/or the Demised Premises, and
          to  all  renewals,  replacements,  modifications,  consolidations  and
          extensions  of any  thereof.  As a condition to  subordination  to any
          future  encumbrance of the  Overlease,  the holder thereof shall enter
          into a  non-disturbance  agreement  with the  Sublessee  to the effect
          that,  provided  that  Sublessee  shall not be in  default  hereunder,
          Sublessee  will not be named as a defendant in any  foreclosure of the
          leasehold  mortgage and will not be disturbed in its possession or use
          of the Demised  Premises by the holder of such  leasehold  mortgage or
          purchaser of the Overlease at the foreclosure.

                                    15. CAFETERIA

     A.   Sublessee shall have a  non-exclusive  license to use the cafeteria in
          the  Paramus  Facility  for its  employees  and  business  invitees at
          Sublessee's  risk and  expense on the same terms that the  Sublessor's
          employees  are  permitted  to  use  such   cafeteria  and  subject  to
          compliance  with  such  reasonable  rules  and  regulations  as may be
          promulgated  by Sublessor  from time to time  regarding the use of the
          cafeteria  which are applied

<PAGE>

          uniformly  to all and  enforced  without
          discrimination.  Nothing herein shall oblige  Sublessor to continue to
          operate or maintain a cafeteria  in the Paramus  Facility,  and should
          the  operation of the  cafeteria be suspended or  discontinued,  there
          shall be no adjustment to Rent as a result thereof.

     B.   Sublessee  agrees to pay, on a timely  basis,  a pro rata share of the
          cafeteria subsidy. The pro rata shared costs will be based on employee
          headcount  and will be billed on a monthly  basis via  invoice  by the
          Sublessor to the Sublessee.


                                      16. SIGNS

     A.   No sign,  advertisement  or notice  shall be affixed to or placed upon
          any  part  of the  Paramus  Facility  or the  grounds  thereon  by the
          Sublessee,  prior to the approval by the Sublessor  and  Overlandlord.
          Such approval shall not be unreasonably  withheld or delayed. Any fees
          or expenses incurred to affix or maintain an approved sign,  including
          locally  legislated  annual sign fees, will be borne by the Sublessee.
          At the expiration or termination of this Sublease,  and at the cost of
          the  Sublessee,  Sublessee  shall  cause all such signs to promptly be
          removed and Sublessee shall repair any damage caused thereby.

                                17. RIGHT TO INSPECT

     A.   The  Sublessor  shall have the right to enter the Demised  Premises at
          reasonable  hours in the day or night to examine the same to make such
          repairs,  additions or  alterations as it shall deem necessary for the
          safety,  preservation,  restoration of the Paramus Facility or for the
          safety  or  convenience  of the  occupants  or  users  of the  Paramus
          Facility,  provided  that  Sublessee  receives  at least 2 days  prior
          notice of such entry.  Additionally,  Sublessor and Overlandlord  have
          the right to enter the Demised Premises at any time and without notice
          in the  event  that  emergency  repairs  must be  made to the  Paramus
          Facility.

                                18. BUILDING SECURITY

     A.   Sublessee recognizes that the Sublessor uses the Paramus Facility as a
          research   facility,   that  aspects  of  such   research  are  highly
          confidential,  and that  Sublessor  could  sustain  severe  damage  if
          disclosure  of  confidential  information  were  made to  unauthorized
          parties.  Accordingly,  Sublessee  agrees  not to allow or permit  its
          employees,  agents,  or  invitees  to enter  portions  of the  Paramus
          Facility  other than the Demised  Premises and common areas leading to
          the  cafeteria  and  restrooms,  except  as may be  authorized  by the
          Sublessor.  In addition,  Sublessor may promulgate reasonable security
          procedures  from time to time  regarding  the  Paramus  Facility,  and
          Sublessee will comply  therewith,  and instruct its employees,  agents
          and invitees with respect thereto.  Sublessee will use the entrance on
          the  west  side of the  Paramus  Facility  as a means of  ingress  and
          egress.  Security  codes shall be given to Sublessee and its employees
          in order to attain  entrance to the building.  If the Sublessee or its
          employees learns that a person other than

<PAGE>

          its  employees  or  Sublessor's  employees  is  using a security code,
          Sublessee shall immediately report this condition to the Sublessor.

     B.   Sublessor  recognizes that the Sublessee will use the Demised Premises
          as a  research  facility,  that  aspects of such  research  are highly
          confidential,  and that  Sublessee  could  sustain  severe  damage  if
          disclosure  of  confidential  information  were  made to  unauthorized
          parties.  Accordingly,  Sublessor  agrees  not to allow or permit  its
          employees, agents, or invitees to enter the Demised Premises except in
          accordance with Section 18 of this Sublease.



                                     19. PARKING

     A.   Sublessee,  its employees  and invitees are granted the  non-exclusive
          right to use up to 10 parking  spaces in the  parking lot on the north
          side of the Paramus Facility.

                                    20. LOADING

     B.   Sublessor  will allow  Sublessee to use loading dock at such times and
          to the  extent  that  such  use does not  unreasonably  conflict  with
          Sublessor's  use or the  rights  of other  tenants  that may be in the
          Paramus Facility.


                                21. QUIET ENJOYMENT

     A.   Sublessor  covenants and agrees with Sublessee  that upon  Sublessee's
          paying  the  Rent  and  observing  all of  the  terms,  covenants  and
          conditions  of this  Sublease on  Sublessee's  part to be observed and
          performed  hereunder,  Sublessee may  peacefully and quietly enjoy the
          Demised  Premises,  without  molestation,  hindrance  or  disturbance.
          Sublesee  agrees to allow  other  tenants of the  Paramus  Facility to
          peacefully  and quietly  enjoy their own  premises  during the Term of
          this Sublease.

                         22. DEFAULT; SUBLESSOR'S REMEDIES

     A.   If any one or more of the following events  (sometimes  called "Events
          of Default") shall occur:

     (1)  If default  shall be made in the due and punctual  payment of any Rent
          payable under this  Sublease or any part hereof,  when and as the same
          shall become due and payable,  and such default  shall  continue for a
          period of ten (10) days  after  such due date and  Sublessee  fails to
          cure such  default  within  two (2) days of  receiving  a request  for
          payment of Rent from Sublessor; or

     (2)  If Sublessee shall violate,  breach, fail to observe or to comply with
          any of  the  other  agreements,  terms,  representations,  warranties,
          covenants or conditions of this

<PAGE>

          Sublease or of its  obligations  with
          respect  to the  Overlease  ("Default")  and  shall  fail to cure such
          Default  within  thirty  (30) days  after  notice  from  Sublessor  to
          Sublessee  with respect to a Default under this Sublease or within the
          time period permitted in the Overlease, or in the case of a Default or
          a  contingency  which  cannot with due  diligence be cured within said
          thirty day period,  if Sublessee  fails to proceed  within said thirty
          day period to cure the same and  thereafter to prosecute the curing of
          such Default with due diligence until  completion it being intended in
          connection  with a Default  not  susceptible  of being  cured with due
          diligence  within said thirty-day  period that the time for cure shall
          be extended  only for such period as may be  reasonably  necessary  to
          complete the same with due diligence); or

     (3)  If Sublessee shall file a voluntary petition in bankruptcy or shall be
          adjudicated  a bankrupt or  insolvent,  or shall file any  petition or
          answer seeking reorganization, arrangement, composition, readjustment,
          liquidation,  dissolution  or other  relief  under the  present or any
          future federal  bankruptcy act or any other present or future federal,
          state or other bankruptcy or insolvency  statute or law, or shall seek
          or consent to or acquiesce in the  appointment of a receiver,  trustee
          or  liquidator of Sublessee or of all or any  substantial  part of its
          assets; or

     (4)  If, within thirty (30) days after the  commencement  of any proceeding
          against   Sublessee   seeking   any    reorganization,    arrangement,
          composition, readjustment, liquidation, dissolution or other relief or
          any petition filed against  Sublessee  under the present or any future
          federal  bankruptcy act or any other present or future federal,  state
          or other  bankruptcy or insolvency  statute or law, such proceeding or
          petition shall not have been dismissed;


          then, and in case of any event
          described in the foregoing  subsections (1) or (2) of this Section 22,
          the  Sublessor  at any time  thereafter  may give  written  notice  to
          Sublessee  specifying such Event or Events of Default and stating that
          this  Sublease and the term hereby  demised shall expire and terminate
          on the date specified in such notice, which shall be at least ten (10)
          days after the giving of such notice and upon such date, this Sublease
          and the term  hereby  demised  and all rights of  Sublessee  hereunder
          shall expire and  terminate,  and  Sublessee  shall  remain  liable as
          hereinafter  provided. No further notice shall be required in the case
          of a default under subsections (3) or (4), in which case this Sublease
          shall automatically  terminate, and Sublessor shall be entitled to the
          maximum allowable claim in any such bankruptcy proceeding.


     B.   Any  bankruptcy  or insolvency  petition or proceeding  referred to in
          subsections  A (3)  or A (4)  of  this  Section  22  shall  result  in
          termination  of this  Sublease  only if the same  shall be taken by or
          brought  against the then holder of the Sublessee's  leasehold  estate
          under  this  sublease.  The  provisions  of the said  subsections  are
          further  subject to any  paramount  rights of any  receiver,  trustee,
          debtor  in  possession  or  other  person   pursuant  to  the  Federal
          Bankruptcy  Act,  provided that  covenants,  conditions and provisions
          required to be performed by Sublessee  hereunder  shall continue to be
          timely and faithfully performed without interruption.

<PAGE>

     C.   Upon any such  termination of this Sublease,  the Sublessee shall quit
          and   peacefully   surrender   (in   accordance   with  the  surrender
          requirements of this Sublease) the Demised Premises to Sublessor,  and
          upon any such  termination the Sublessor may,  without further notice,
          enter upon and re-enter the Demised Premises and possess and repossess
          itself thereof, by force, summary proceedings, ejectment or otherwise,
          and  may  dispossess  Sublessee  and  remove  it and all  persons  and
          property from the Demised Premises,  and may have and hold the Demised
          Premises  together  with the right to receive  all  rental  income and
          other revenues of and from the Demised Premises.

     D.   If this Sublease shall be terminated  pursuant to this Section,  or by
          summary  proceedings or otherwise,  or if the Demised  Premises or any
          part thereof shall be abandoned by  Sublessee,  or shall become vacant
          during the Term  hereof  and  Sublessee  shall  fall in  arrears  with
          respect to payment of Rent, Sublessor may in its own name, or as agent
          Sublessee if this Sublease shall not have been  terminated,  relet the
          Demised  Premises or any part  thereof,  for such term or terms (which
          may be greater  or less than the period  which  would  otherwise  have
          constituted  the  balance  of the Term of this  Sublease)  and on such
          conditions (which may include concessions or free rent and alterations
          of the Demised  Premises)  as Sublessor  in its sole  discretion,  may
          determine;  and Sublessor may collect and receive the rents  therefor.
          Sublessor  shall in no way be responsible or liable for any failure or
          delay in reletting the Demised  Premises or any part thereof or of any
          failure to collect any rents due upon such reletting. Sublessor's duty
          with respect to  mitigation of damages shall be deemed to be fulfilled
          by  listing  (under an  exclusive  listing  which  shall not exceed 12
          months) the Demised  Premises  for re-let with a broker who deals with
          commercial  and/or  industrial   properties,   in  the  area,  and  by
          negotiating in good faith with prospective  tenants introduced by such
          broker in accordance with customary  leasing  practices  prevailing at
          the time. The foregoing shall not preclude other or alternative  means
          of mitigating damages.

     E.   (1) No such termination of this Sublease,  or summary proceedings,  or
          repossession  of the Demised  Premises shall relieve  Sublessee of its
          liability  and  obligations  under this  Sublease,  whether or not the
          Demised  Premises shall be relet.  In any such event,  Sublessee shall
          pay Sublessor all items of Rent and other charges  required to be paid
          by  Sublessee  up to the  time  of such  event;  and  thereafter:

          (i) Sublessee, until the end of the  Term  or any  extension  of  this
Sublease,  or what would have been such Term in the  absence of any such  event,
shall be liable to  Sublessor,  as  damages  for  Sublessee's  Default,  for the
equivalent  of the amount of all items of Rent and other  charges which would be
payable  hereunder  by  Sublessee if this  Sublease  were still in effect,  less
(without duplication) the net proceeds of any reletting effected pursuant to the
provisions  of  Section  22D,  after  deducting  all  Sublessor's   expenses  in
connection with taking possession,  holding, maintaining,  securing, protecting,
insuring,  repairing  and  reletting  the Demised  Premises,  including  without
limitation,  all repossession costs, an equitably apportioned share of brokerage
commissions,  operating  expenses,  legal expenses,  alteration  costs and other
expenses of preparation for such reletting;


<PAGE>


         (ii) Sublessee  shall pay all such  disbursements  for such  enumerated
expenses in cash  promptly  on written  demand,  and shall pay the  deficiencies
between  the Rent and other  charges  which would have been  payable  under this
sublease  if the  same  were  still in have  effect  and the  revenues  actually
received by Sublessor, if any, as a result of reletting at the end of each month
as such deficiencies shall arise; and

         (iii) At any time after  termination of this Sublease  pursuant to this
Section  22, in lieu of  collecting  the  monthly  deficiencies  or any  further
monthly  deficiencies as aforesaid,  Sublessor shall be entitled to recover lump
sum liquidated damages from Sublessee,  payable on demand, and calculated in the
following Section 22E(2)

     (2)  As an alternative to monthly or further  monthly  deficiency  payments
          described in the preceding subsection (1) in addition to the immediate
          cash  payment  for all  costs  and  expenses  referred  to in the said
          preceding   subsection  but  giving  credit  for  rental  deficiencies
          previously paid by Sublessee),  Sublessor shall have the right, at its
          election,  to recover lump sum liquidated damages payable in cash upon
          demand,  in an amount  equal to the  difference  between  the Rent and
          other charges  reserved in this Sublease  scheduled to accrue from the
          date of such election to the date of the expiration of the Term,  over
          the then fair and reasonable  rental value of the Demised Premises for
          the  same  period.  Said  damages  shall  become  due and  payable  to
          Sublessor  whether or not this Sublease  shall be  terminated,  and if
          terminated, without regard to the manner in which it is terminated. In
          the   computation  of  such  damages,   the  difference   between  any
          installment  of Rent  thereafter  becoming due and the and  reasonable
          rental  value of the  Demised  Premises  for the period for which such
          installment was payable shall be discounted to present value as of the
          date of such  election by Sublessor  at the rate of ten (10%)  percent
          per annum.  Sublessor's said right of election for lump sum liquidated
          damages shall not be barred by Sublessor's prior demand for or receipt
          of monthly rental deficiency installments,  all of which shall be paid
          as  provided  in the  preceding  subsection  (1)  until  the  time  of
          Sublessor's  election for lump sum liquidated  damages,  at which time
          the latter shall become due and payable based on the remainder of Term
          as aforesaid.  If the Demised  Premises or any part thereof shall have
          been relet by Sublessor for the unexpired  Term, or part thereof,  the
          amount of rent reserved upon such reletting  shall be deemed to be the
          fair and reasonable rental value for the part or the whole of the said
          Demised  Premises so relet  during the term of such  reletting.  'Upon
          payment  of  such  lump  sum  liquidated  damages  this  Sublease  and
          Sublessee's  entire  estate and  rights  with  respect to the  Demised
          Premises shall  terminate and neither party shall  thereafter have any
          rights or obligations to leach other thereafter arising hereunder.

     (3)  Nothing  herein  contained  shall  limit  or  prejudice  the  right of
          Sublessor  to prove for and  obtain,  as  liquidated  damages or other
          lawful damages,  an amount equal to the maximum allowed by any statute
          or  rule  of law in  effect  at  the  time  when,  and  governing  the
          proceedings  in which,  such damages are to be proved,  whether or not
          such  amount be  greater,  equal  to,  or less than the  amount of the
          damages referred to in this Sublease.

<PAGE>


     (4)  Damages  hereunder  shall be  calculated  without  duplication  of any
          amounts required to be paid by Sublessee.

     F.   Sublessee  hereby expressly  waives,  so far as, permitted by law, the
          service of any notice of  intention  to re-enter  provided  for in any
          statute, and except as herein otherwise provided,  Sublessee,  for and
          on  behalf  of  itself  and 'all  persons  claiming  through  or under
          Sublessee 'including any leasehold,  mortgagee or other creditor 'also
          waives any and all right of redemption or re-entry or  repossession in
          case Sublessee  shall be  dispossessed  by a judgment or by warrant of
          any court or Judge or in case of re-entry or repossession by Sublessor
          or in case of any  expiration or  termination  of this  Sublease.  The
          terms  "enter",  "re-enter",  "entry" and  "re-entry"  as used in this
          Sublease  are  not  restricted  to  their  technical  legal  meanings.
          Sublessee  hereby waives its right to plead any counterclaim or offset
          in any action or proceeding brought by Sublessor against Sublessee for
          non-payment  of Rent or default  hereunder.  The foregoing  shall not,
          however,  be construed as a waiver of Sublessee's  right to assert any
          claim in a separate action brought by Sublessee.

     G.   The rights and remedies of Sublessor  provided in this Sublease  shall
          be  cumulative  and not  exclusive,  one of the other.  In addition to
          those stated herein or otherwise available under then current law, the
          Sublessor  shall be  entitled to  injunctive  relief for any breach or
          threatened   breach  if  the  Court  shall  deem  such  relief  to  be
          appropriate to the  circumstances.  Any re-entry by Sublessor shall be
          allowed peaceably by Sublessee  without  interference or hindrance and
          Sublessor  shall not be liable in  damages  for any such  re-entry  or
          guilty of any  trespass.  A re-entry  or taking of  possession  of the
          Demised Premises by Sublessor shall not be construed as an election on
          Sublessor's  part to terminate  this Sublease  unless a notice of such
          termination  intention is given to Sublessee or unless the termination
          of this Sublease is decreed by a court of competent jurisdiction.

     H.   If Sublessor shall engage counsel to collect any Rent or other charges
          or to otherwise  enforce any rights or remedies  hereunder,  Sublessee
          shall  be  liable  for  payment  or  reimbursement  of such  counsel's
          reasonable fees and for all costs and disbursements.

                        23. OPTION TO RENT ADDITIONAL SPACE

     A.   Sublessor  grants  Sublessee  the  right of first  refusal  to rent an
          additional  2,500  contiguous  square  feet of space (the  "Additional
          Space") as shown on  Schedule C attached  hereto,  on the same  terms,
          costs and conditions as set forth in this Sublease.  Sublessee  agrees
          to inform  Sublessor of its intention to rent the Additional  Space in
          writing  no  later  than  60 days  prior  to  Sublessee's  anticipated
          occupation  of such  Additional  Space.  Sublessor  agrees  to  inform
          Sublessee  in writing  within 10 days of its  intention to meet with a
          third party with the purpose of  subletting  the  Additional  Space to
          same third party.

<PAGE>

     B.   The  Additional  Space may not be  occupied in any way or used for any
          purpose  by  the  Sublessee   without  the  written  approval  of  the
          Sublessor.  Any such  occupation  would be  considered  a breach under
          Section 21 of this Sublease.

                               24. GENERAL PROVISIONS

     A.   NO  PARTNERSHIP:  Neither party hereto shall be deemed,  in any way or
          for any purpose,  to have become, by the execution of this Sublease or
          any  action  taken  hereunder,  a partner  of the  other  party in its
          business  or  otherwise  or a joint  venturer or a member of any joint
          enterprise with such other party.

     B.   GOVERNING  LAW: This  Sublease  shall be governed  exclusively  by the
          provisions hereof and by the laws of the State of New Jersey.

     C.   BINDING  EFFECT:  The terms and  provisions of this Sublease  shall be
          binding upon and shall inure to the benefit of Sublessor and Sublessee
          and  their  respective  successors,  assigns,  heirs,  administrators,
          executors  and  personal  representatives,  if  any.  Nothing  in this
          Subsection  shall be deemed to authorize or permit any  assignment  or
          other  transfer,  in whole or in part, of the interest of Sublessee in
          violation of any other provisions contained in this Sublease. However,
          any person or entity  occupying  the  Demised  Premises or any portion
          thereof as a result of any such assignment or transfer in violation of
          the provisions of this Sublease shall be bound by all the  obligations
          of  Sublessee  hereunder,  but  shall  not be  entitled  to any of the
          benefits of Sublessee hereunder.

     D.   ESTOPPEL  LETTERS:  At any time and from time to time, within ten (10)
          days  after  request  by either  party (the  "Requesting  Party")  and
          without  charge the party  receiving  such request (the "Other Party")
          shall execute,  acknowledge and deliver to the Requesting  Party or to
          its designee, a statement in writing stating (1) that this Sublease is
          unmodified  and in full  force  and  effect  (or if  there  have  been
          modifications,  that  the  same  is in full  force  and  effect  as so
          modified); (2) the Commencement Date and the Expiration Date; (3) that
          all conditions to be performed by the Requesting  Party hereunder have
          been  performed,  or stating  those  claimed by the Other Party not to
          have been performed; (4) that there are no defenses or offsets against
          the  Requesting  Party,  or  stating  those  claimed;   (5)  that  the
          obligation  for the  payment of Rent has  commenced  and  stating  the
          date(s) to which Rent and other charges have been paid in advance,  if
          any, and (6) such other reasonable and relevant  matters  requested by
          the Requesting  Party  relating to this Sublease.  It is intended that
          any such statement may be relied upon by any prospective  purchaser of
          the fee or any  leasehold,  or any  mortgagee,  or any assignee of any
          thereof, under any conveyance, assignment or mortgage now or hereafter
          made or to be made  with  respect  to the fee , the  Overlease  or any
          other  leaseholder or interest in the Paramus  Facility or the Demised
          Premises.

     E.   NO WAIVER:  The failure of Sublessor or Sublessee to insist in any one
          or  more  cases  upon  the  performance  of  any  of  the  provisions,
          covenants,  agreements  or  conditions of this Sublease or to exercise
          any option  herein  contained  shall not be

<PAGE>

          construed as a waiver or a
          relinquishment  for  the  future  of  any  such  provision,  covenant,
          agreement,  condition  or  option  or of  any  other  payment  or  the
          acceptance by Sublessor of  performance  of anything  required by this
          Sublease to be performed by Sublessor with or without knowledge of the
          breach of a covenant  shall not be deemed a waiver of such breach.  No
          waiver of any  provision,  covenant,  agreement  or  condition of this
          Sublease shall be deemed to have been made unless expressed in writing
          and signed by the party against whom such waiver is charged.

     F.   MODIFICATION IN WRITING:  This Sublease may not be changed orally, but
          only by an  agreement  in  writing  signed by the party  against  whom
          enforcement of any change, modification or discharge is sought.

     G.   ENTIRE  AGREEMENT:  There are no oral  agreements  between the parties
          hereto  affecting  this  Sublease,  and, this Sublease  supersedes and
          cancels any and all previous  negotiations,  arrangements,  agreements
          and  undertakings,  if any, between the parties hereto with respect to
          the subject matter hereof, and none thereof shall be used to interpret
          or construe this Sublease.

                                          Synaptic Pharmaceutical Corporation
                                          (Sublessor)

                                          By:/s/ Robert L. Spence
                                             -----------------------------


                                          Linguagen Corporation
                                          (Sublessee)

                                           By:/s/ Richard C. Lufkin
                                              ---------------------------

<PAGE>


Schedule A - The Overlease

         Sublease  Agreement  dated  October  31,  1991 by and  between  Playtex
Apparel, Inc., as landlord, and Neurogenetic Corporation, as tenant.

         First Sublease Amendment between Playtex apparel, Inc.(the "Sublessor")
and Synaptic Pharmaceutical Corporation  (as  Successor  to  Neurogenetic Corp.)
(the "Sublessee") 215 College Road, Paramus,  New   Jersey 07652  (the  "Demised
Premises")

         Agreement    Between     Century   Associate  ("Century") and  Synaptic
Pharmaceutical Corporation

         First  Amendment  to Lease dated as of November 25, 1998 by and between
ARE-215 College Road, LLC ("Landlord"), and Synaptic Pharmaceutical Corporation,
("Tenant")

Schedule B                 Demised Premises [GRAPHIC OMITTED]

Schedule C                 Additional Space [GRAPHIC OMITTED]