FACE PAGE OF PROFESSIONAL LEASE AGREEMENT
                           PALM HARBOR KEY WEST CENTER

LESSOR:                   KWPH INC.
                          C /O WILDER LEASING & MANAGEMENT, INC.
                          2706 ALTERNATE 19 NORTH SUITE 113
                          PALM HARBOR, FLORIDA 34683
TENANT:                   eAUTOCLAIMS.COM
TYPE OF BUSINESS:         CLAIMS SETTLEMENT-AUTO INSURANCE
BUSINESS ORGANIZATION:    C-CORPORATION - NEVADA
TENANT CONTACT:           ERIC SEIDEL
TENANT HOME PHONE:        (727) 781-0414
TENANT HOME ADDRESS:      2708 ALT. 19N., SUITE 604
                          PALM HARBOR, FL 34683
LOCATION:                 SUITE NO:          502,503,504,505,507,604
                                ADDRESS:     2708 ALT. 19N.
AREA:                     SQUARE FEET:       11,780
BASE RENT PRICE:          PER SQ. FT:        $9.91
MONTHLY BASE RENTAL:                         $9,728.32

OPERATING EXPENSES/       TENANT PAYS PRORATED SHARE OF INSURANCE, WATER , SEWER
                          AND COMMON AREA MAINTENANCE, ESTIMATED AT $2.75 PER
                          SQ. FT. PER YEAR TO BE PAID IN THE AMOUNT OF $2,699.58
                          PER MONTH.
RENT SUBTOTAL:            $12,427.90   PER MONTH
SALES TAX AT  7.0%:       $   869.95  PER MONTH
RENT TOTAL:               $13,297.85 PER MONTH

TERM:                     36  MONTHS BEGINING DEC. 01, 2000 OR ON COMPLETION OF
                          TENANT IMPROVEMENTS AND ENDING NOV. 30, 2003 .

DEPOSITS:                 SECURITY $NO ADDITIONAL  PLUS FIRST MONTH'S
                          RENT $8,554.43 EQUAL TOTAL DEPOSIT OF
                          $8,554.43 DUE WITH SIGNED LEASE.

ADDITIONAL  PROVISIONS:  1.  LANDLORD  WILL  REPAIR AND PAINT ALL WALLS AND DOOR
FRAMES.  2. LANDLORD WILL DEMOLISH  WALLS IN SUITE 505 AS REQUIRED BY TENANT AND
WILL RE-CARPET 505 WITH 26 OZ.  COMMERCIAL  LOOP TO MATCH REST OF SUIRE.  3. ALL
OTHER CARPET WILL BE THOROUGHLY AND  PROFESSIONALLY  CLEANED.  4. TENANT WILL BE
PERMITTED TO RUN 1 OR 2 PVC PIPES ABOVE SUITE 506,  SUCH WORK TO BE  COORDINATED
WITH GIANT  OCTOPUS.  5.  TENANT WILL HAVE FIRST RIGHT OF REFUSAL TO LEASE SUITE
506 WHEN GIANT  OCTOPUS  VACATES.  6. FOR THE FIRST 3 MONTHS OF THIS  TERM,  THE
TENANT WILL PAY ONLY FOR SUITES 507,  604, AND 505 AT $12.66 PER SQ. FT.  (7,578
SQ. FT.) PLUS SALES TAX ($7,994.79 + $559.64 = $8,554.43). IN MONTH 4, THE TOTAL
RENT WILL BE DUE.  7. THIS LEASE MAY BE  CANCELLED  AFTER  MONTH 15 WITH 90 DAYS
PRIOR WRITEN NOTICE TO LANDLORD AND A TENANT BUY-OUT  PAYMENT OF $13,500 REDUCED
BY A PRORATA OF $375.00 PER MONTH OF TENURE AT TIME OF MOVE-OUT.



----------------------------------   ----------------------------
KWPH, INC.(LESSOR) SCOTT R. SPOERL   eAUTOCLAIMS.COM(LESSEE)
                                     ERIC SEIDEL-PRESIDENT


<PAGE>

                                 LEASE AGREEMENT


         THIS LEASE is made this 17 day of OCTOBER , 2000 , by and between KWPH,
Inc., a Florida Corporation, having its offices at 2706 Alternate 19 North, Palm
Harbor,  Florida,  hereinafter  referred  to as  "Lessor"  and,  eAUTOCLAIMS.COM
hereinafter referred to as Tenant.

                                   WITNESSETH:

         THAT in consideration of the covenants and conditions contained herein,
the Parties agree as follows:

1. LEASE.  Lessor  hereby  leases to Tenant the  premises  described on the face
page.  Tenant  hereby takes the  premises  from Lessor for the term and upon the
covenants and conditions contained herein.

2. PREMISES.  This Lease  pertains to premises  designated as Suite(s) 502, 503,
504,  505,  507, 604 located in Building  "A" and situated at 2708  Alternate 19
North, Palm Harbor, Florida 34683.

The premises are comprised of that area shown on the floor plan drawing attached
hereto and by this reference incorporated herein and consisting of approximately
11,780 square feet.

3. TERM.  The term of this Lease is for 36 Months ,  beginning  on DECEMBER  01,
2000 OR ON COMPLETION OF TENANT  IMPROVEMENTS,  WHICHEVER SHOULD OCCUR FIRST and
ending on NOVEMBER 31, 2003 .

4.  RENT.  Rent  shall be payable to Lessor at  Lessor's  place of  business  as
described above as follows:

(a) Monthly rental shall be as set forth on the face page and shall be due on or
before the first of each month.

(b) The base rental set forth herein shall be subject to  adjustment as provided
below.

(c) The monthly rent may be increased  annually,  on the anniversary of the rent
start date , at the election of the Lessor,  by 5% or by a  percentage  equal to
the  annual  increase  in the CPI as  follows  ,whichever  is  greater;  (1) CPI
increases  shall be based upon the Consumer Price Index - U.S. City Average- all
items (CPI) as published by the United States  Department  of Labor's  Bureau of
Labor  Statistics,  or it's  eqvalent if no longer  published ; (2) Lessor shall
determine  the  annualized  CPI  increase for each year of the term of the lease
after the initial year by comparing  the  annualized  CPI as it is determined by
the Bureau for the month  occuring two months prior to the rent start date ( CPI
base month ) and comparing  that with the  annualized  CPI for the same calendar
month for each subsequent  year. If the annualized CPI for any CPI base month of
each  succeeding year of the lease is greater than that of the CPI base month of
each preceding  year, the monthly rental for the next year shall be increased by
the same  percentage  as the  increase in the  annualized  CPI from one CPI base
month to the succeeding CPI base month.



<PAGE>



Costs for common area maintenance shall be allocated to each tenant based upon a
pro rata  division  of the actual  costs of required  maintenance  of the common
areas, including but not limited to, physical maintenance,  taxes, insurance and
supervision.  Pro rata shares of CAM shall be  determined  by dividing the total
leased square footage of the Palm Harbor Key West Center into the demised square
footage to arrive at a percentage  relationship of the demised square footage to
the total leased  square  footage.  That  percentage  shall be multiplied by the
actual maintenance costs,  including taxes , insurance and supervision to arrive
at the  allocated  CAM charge.  All such CAM charges  shall be promptly  paid as
additional rent within 10 days of receipt of invoices from Lessor.

In the event that any two (2)  Tenant's  payment  checks are not honored for any
reason by the Bank upon which they are drawn, and upon written notice by Lessor,
Tenant shall be required to make all rental payments in cash or cashier's check.

5. SECURITY  DEPOSIT.  Upon the execution of this Lease,  Tenant has  PREVIOUSLY
deposited  with Lessor the sum of  $6,398.36) . Such sum shall serve as security
for the performance of Tenant's obligations under this Lease,  including without
limitation  the  surrender or  possession  of the premises to Lessor as provided
herein.  If Lessor applies any part of the security  deposit to cure any default
of Tenant, Tenant shall, upon demand,  deposit with Lessor the amount so applied
so that Lessor shall have the full security  deposit on hand at all times during
the term of this Lease.  Lessor is not obliged to apply the security  deposit to
rents or other charges in arrears or on damages for Tenant's  failure to perform
under the Lease.  However,  Lessor may so apply the security deposit at Lessor's
option,  and Lessor's right to possession of the premises for nonpayment of rent
or for any other  reason  shall not in any way be affected by reason of the fact
that Lessor holds such security deposit.

6. NOTICES.  Unless provided to the contrary  herein,  notices  hereunder may be
given by manual  delivery or by mail.  Notice given by  registered  or certified
mail shall be deemed  given on that date on which the Post Office  attempts  its
first  delivery when properly  addressed  and postage  prepaid.  Notice given by
ordinary  mail shall be deemed  given five days after  posting.  Notice given by
mail  shall be sent to the  parties at their  addresses  shown on Page 1 hereof.
Parties may change their  address for the purpose of receiving  notices,  but no
change shall be effective  until written notice thereof is actually  received by
the other  party.  The  provisions  of this  paragraph  shall also apply to rent
payments  hereunder.  For the  purposes  of  notification  pursuant  to ss.83.20
Florida  Statutes,  Tenant's "usual place of residence" is as stated on the face
page.

7. USE OF  PREMISES.  Tenant  shall use and  occupy  the  premises  as an office
facility  and for no other  purpose.  Tenant  agrees  to  comply  with all laws,
orders, rules,  regulations of any governmental body and the Lessor, relating to
the  manner  of  Tenant's  use  and  occupancy  of the  leased  premises  or any
alterations made by Tenant and Tenant will pay all costs and expenses incidental
to such compliance and will indemnify and save Lessor harmless therefrom. Should
Tenant fail to comply with any part of the provisions contained in this section,
the Lessor may after  fifteen (15) days notice to the Tenant,  cause  compliance
therewith  and  Lessor's  cost and  expense  in so doing  may be  considered  as
additional  rent which shall be due and  payable  upon  Tenants's  receipt of an
invoice for such work.

8.  IMPROVEMENTS.  Tenant will not make any  alterations or  improvements to the
premises  without  the  written  consent  of  Lessor.  In any  event,  any  such
improvements or alterations  made by Tenant,  or by Lessor at Tenant's  request,
shall at Lessor's  election,  remain or become part of the property of Lessor at
the time of  expiration  or  termination  of this Lease.  All personal  property
placed on the premises by Tenant, which are removable by Tenant without damaging
the premises,  in any way, may be removed by Tenant, upon the expiration of this
Lease.  However,  if  Tenant,  at such time,  is in default  under the terms and
conditions of this Lease,  Tenant may not remove said personal  property without
the express  consent of the Lessor.  In the event Tenant  improvements  over and
above  the  standard  finish  provided  by  the  Lessor  creates  an  additional
assessment in ad valorem taxes or additional insurance premiums, Tenant shall be
required to reimburse Lessor according to the amount of such increase.



<PAGE>



         In the event that Lessor is to make  improvements to the premises prior
to the Tenant's  occupancy,  and the improvements have not been completed by the
occupancy  date,  the  dates  for  occupancy,  rent  start and rent end shall be
changed to reflect the true date of occupancy  which shall be no later than that
date on which the  certificate  of  occupancy  is received and any such delay in
completion shall not be deemed a breach of this Agreement.

9. IDENTIFICATION SIGNS. All identification  signs, awnings,  and/or other signs
on the  exterior of the  premises  shall be  approved  by the  Lessor.  No other
identification signs, awnings,  and/or other signs shall be displayed on or near
the leased premises without Lessor's written approval.

10. EXPENSES. Tenant agrees to pay all charges for gas, electricity, replacement
of ceiling light bulbs and tubes and all other  illumination  and power.  In the
event that Tenant,  or Lessor at Tenant's  request,  shall make improvements the
premises,  Tenant  shall pay all  charges  and  expenses  of such  improvements,
including permits and fees. Tenant agrees to pay any and all fees charged by any
governmental  agency  imposed  by virtue of  tenant's  use or  occupancy  of the
premises.  Tenant agrees to pay all such charges not more than fifteen (15) days
after  receipt of invoice from Lessor.  Any such charges  shall be considered as
rent due and shall be included in any lien for rent due and unpaid.

11.  MAINTENANCE.  Lessor shall, at its own expense,  maintain in good condition
the exterior of the building, the roof and structural members of the building of
which the leased premises form a part, and any water, gas or electrical lines or
conduits  permanently  embedded  in  walls  or  floors.  However,  if any of the
aforementioned  repairs  are  made  necessary  by  reason  of  Tenant's  use and
occupancy of the leased premises, in any manner inconsistent with the reasonable
use and occupancy  thereof,  or by reason of  alterations  made by Tenant,  such
repairs  shall be made by the Tenant at Tenant's  own cost and  expense.  Lessor
shall not be required to repair any injury or damage by fire or other cause,  or
to make any repairs or  replacements  of any paneling,  decoration,  partitions,
railings,  ceiling,  floor  coverings,  office  fixtures or any other  property,
installed in the premises by Tenant. Tenant shall maintain garbage containers in
good order and repair. Tenant shall be responsible for all heating, ventilating,
and air conditioning repairs and maintenance,  including filter replacement, and
roof top compressors.  All interior  plumbing repairs are the  responsibility of
the Tenant.  In the event that Tenant shall not make such repairs as required by
this Agreement,  Lessor may enter the premises and make the required repairs and
charge  the  cost  of such  repairs,  including  supervision  to the  Tenant  as
additional  rent which shall be due and payable  upon  receipt of an invoice for
the work.

12.  INSPECTIONS.  Lessor may at all  times,  upon  reasonable  notice to and in
cooperation with the Tenant,  inspect,  alter or repair the leased premises when
necessary for its safety,  preservation or to make such modifications or repairs
that the Lessor  deems  prudent or  desirable.  Lessor may show the  premises to
others at any reasonable time within four (4) months  immediately  preceding the
expiration  of said term and may  affix a notice  for  letting  or  selling  the
premises on any suitable part of the premises except windows or entrances.

13.  SUBORDINATION  OF MORTGAGE.  Tenant agrees to subordinate this Lease to any
first mortgage or blanket mortgage placed upon the building,  provided that only
so long as Tenant  faithfully  discharges  its  obligations of the terms of this
Lease:  (A) its tenancy  will not be  disturbed  nor this Lease  affected by any
default under such mortgage;  (B) the right of tenancy hereunder shall expressly
survive and shall not be cut off;  and (C) this Lease  shall,  in all  respects,
continue in full force and effect.

14.  INDEMNIFICATION.  Tenant shall protect and indemnify Lessor and hold Lessor
harmless  from and  against all  claims,  suits and actions by third  persons by
reason of personal  injury,  death, or property damage occurring on or about the
premises  while this Lease  remains in force or arising out of Tenant's  use and
occupancy of the premises.



<PAGE>



15. LIABILITY INSURANCE.  At all times while this Lease remains in force, Tenant
shall at Tenant's expense  maintain public  liability  insurance with respect to
the premises,  which insurance shall be carried with a reputable and established
insurer to which Lessor has not  reasonable  objection,  with limits of not less
than $500,000.00 each person and $1,000,000.00 each occurrence for bodily injury
and  $100,000.00  each occurrence for property  damage.  The Insurance shall not
only  protect  Tenant  but  shall  also  protect  Lessor  and name  Lessor as an
additional insured,  and shall cover Tenant's  contractual  liability hereunder.
Tenant shall  promptly  furnish Lessor a copy of the insurance  policy,  and all
renewals thereof, together with reasonable evidence,  initially and from time to
time,  that premiums have been paid and that the insurance  remains in force. If
Tenants  fails to do so,  Lessor may but shall not be  obligated to maintain the
insurance for Lessor's protection and Tenant shall immediately  reimburse Lessor
for the cost thereof, which amount shall be additional rent and immediately due.

16.  ACTIVITIES  INCREASING  FIRE  INSURANCE  RATES.  If an increase in extended
coverage premiums paid by Lessor for the building in which Tenant occupies space
is caused by a Tenant's use of  occupancy  of the premises or if Tenant  vacates
the premises and causes an increase,  then Tenant shall pay as  additional  rent
the amount of such increase to Lessor.

17. ASSIGNMENT:  SUBLETTING.  This Lease may not be assigned, and Tenant may not
sublet the premises, without Lessor's prior written consent, which consent shall
not be unreasonably withheld. As a condition to consent, Lessor may require that
any assignee or sub-tenant shall affirmatively assume all subsequent obligations
of Tenant hereunder.  Assignment or subletting shall not,  however,  abrogate or
lessen  Tenant's  obligations  hereunder,  and any  dealings  or  communications
between  Lessor and a  sub-tenant  or  assignee  shall not be deemed a waiver of
Tenant's obligations hereunder.

18.  LESSOR'S  REMEDIES ON TENANT'S  DEFAULT.  If Tenant  defaults in payment of
rent, or any additional  rent or defaults in the performance of any of the other
covenants or conditions  hereof,  Lessor may give Tenant  written notice of such
default and if Tenant does not cure any default by reason of non-payment of rent
or additional  rent within five (5) days,  or any other default  within ten (10)
days after the giving of such notice, then Lessor may terminate this Lease. This
Agreement,  or any option exercised or exercisable  hereunder by Tenant,  may be
terminated by Lessor if Tenant fails to make timely payment of three (3) or more
consecutive  monthly rental  installments.  For the purposes of the  termination
provision of this section  only,  timely  payment shall have been deemed to have
been  made  if  the  Tenant  has  made  payment  by  the  15th  of  each  month.
Additionally,  failure to make timely payment of three (3)  consecutive  monthly
rental installments shall automatically  require that rent be paid in advance on
a quarterly basis for the remainder of this Agreement.

19.  TENANT  REMEDIES  ON  LESSOR'S  DEFAULT.  If  the  Lessor  defaults  in the
performance  of a material  provision  of this Lease,  Tenant  shall give Lessor
written  notice of such default and if Lessor does not proceed  with  reasonable
diligence and in good faith to cure the default  within  fifteen (15) days after
Tenant gives such notice,  then Tenant may terminate  this Lease,  reserving all
rights Tenant may have under Florida Law. The notice  required in this paragraph
shall be given by Certified Mail, Return Receipt Requested.

20. LITIGATION. If either party defaults hereunder and the other party brings an
action in a Court of competent jurisdiction by reason of default, the prevailing
party  shall be  entitled  to recover  from the other all costs,  arising out of
settlement negotiations,  litigation or appeals, including reasonable attorney's
fees. The Parties further agree that,  should any legal action arise out of this
Lease, any such action shall be brought only in Pinellas County, Florida.

21. ACTS OF GOD.  Anything in this  Agreement to the contrary not  withstanding,
neither  Lessor nor Tenant shall be deemed in default of the  performance of any
provision  or  covenant  of this Lease if such  performance  shall be delayed or
prevented  by strike,  war, act of God, or other cause beyond the control of the
parties seeking to excuse such performance.



<PAGE>



22. TIME IS OF THE  ESSENCE.  It is  understood  and agreed  between the parties
hereto,  that time is of the essence in this  contract  and this  applies to all
terms and conditions contained herein.

23. LESSOR'S REMEDIES.  If Tenant shall materially default in the performance of
any of Tenant's  obligations  under this Lease,  or shall become  insolvent,  or
shall  be  adjudicated  a  bankrupt,  or  shall  file a  voluntary  petition  in
bankruptcy or for  reorganization,  or if a receiver is appointed for Tenant and
the appointment is not vacated within sixty (60) days from  appointment,  Lessor
may terminate this Lease without penalty, but such termination shall not release
or  discharge  Tenant or anyone  claiming  under Tenant from any  obligation  or
liability  to  Lessor  hereunder,  including  the  obligation  to pay rent as it
accrues  under this Lease.  Upon  default by Tenant as provided  herein,  Lessor
shall,  subject  to  Florida  law,  have the right and  remedy to  re-enter  the
premises  and remove all persons  therefrom  and Lessor may, at its option,  (1)
treat the  lease as  terminated  and  retake  possession  for the  Lessor's  own
account,  thus terminating any further liability on the part of the Tenant,  or;
(2) retake  possession of the  preimises for the account of the Tenant,  holding
the Tenant liable for the difference  between rental stipulated to be paid under
the lease agreement and what, in good faith,  the Lessor is able to recover from
the reletting, for the balance of the Lease term as agent for Tenant and receive
rents  therefore  and apply the same  first to the  payment of the  expenses  of
reasonable redecoration and making necessary repairs to the premises and leasing
the same;  and second,  to the payment of rent due  hereunder,  and;  (3) Lessor
shall  have the right to  declare  all  monthly  installments  of rental for the
balance of the lease term to be  immediately  due and  payable and to proceed to
obtain a Judgment therefor against Tenant.  Thereafter , all sums collected from
the reletting of the  premises,  less costs  incurred in connection  therewith ,
shall be applied on said Judgment , provided, however, any excess sums collected
by the  Lessor  shall  accrue to the  Lessor , and shall not be  subject  to any
claims by the  Tenant.  Further,  in the event of default by Tenant,  the Lessor
shall have the right to a Landlord's  lein on Tenant's  property  without in any
way  affecting  Lessor's  right to  accelerate  the balance of rental due and to
bring an action to recover the same.

24. SURRENDER OF POSSESSION BY TENANT.  The Tenant will deliver up and surrender
to the Lessor  possession  of the leased  premises  together  with all fixtures,
alterations,  additions and improvements,  which may have been made in, on or to
the  premises  upon  the  expiration  or  termination  of this  Lease in as good
condition and repair as the same shall be at the commencement of said term (loss
by fire and ordinary wear and decay excepted) and all air conditioning,  heating
and other  mechanical  equipment of every  nature,  whether or not  installed by
Tenant,  shall be in good working order.  Tenant shall  ascertain from Lessor at
least thirty (30) days before the end of the term of this lease  whether  Lessor
desires to have the  premises or any part thereof  restored to the  condition in
which it was originally  delivered to Tenant and if Lessor shall so desire, then
Tenant at its own cost and  expense,  shall  restore  the same  and/or  make the
necessary repairs before the end of the term.

         If Tenant is not in default  under the terms of this  Lease,  all trade
fixtures and  equipment  owned by the Tenant and  installed or placed by it upon
the leased  premises may be removed by the Tenant at any time during the term or
on the  expiration  thereof.  Tenant agrees to repair any damage to the building
occasioned  by such  removal.  Tenant shall,  upon  termination  of its tenancy,
return to the Lessor all keys to the demised  premises,  either  furnished to or
otherwise procured by such Tenant.

25. HOLDOVER BY TENANT. If Tenant refuses to give up possession of the premises,
upon the termination of this Lease, Lessor,  Pursuant to ss.83.06 of the Florida
Statutes, the acceptance of the RENT for use and occupancy of the premises shall
not be deemed to have waived any of the rights, remedies or privileges of Lessor
provided  elsewhere in this Lease or by virtue of law.  Tenant  shall  indemnify
Lessor  against  loss or  liability  resulting  from  the  delay  by  Tenant  in
surrendering the premises including,  without limitation, any claims made by any
succeeding occupancy founded on such delay.



<PAGE>



26. DESTRUCTION OR DAMAGE TO PREMISES.  If through no fault,  neglect, or design
of Tenant,  the  premises are  destroyed by fire or other  casualty or damage to
such an extent as to render them  wholly  unfit for  occupancy,  then this Lease
shall be cancelled.  If,  however,  the premises can be repaired  within 30 days
from the date of such fire or  casualty,  then,  at the option of  Lessor,  this
Lease shall not be cancelled  and Lessor shall notify Tenant within 30 days from
the  date of the fire or  casualty,  of  Landlord's  election.  Tenant  shall be
entitled  to  such  reduction  or  remission  of rent  that  shall  be just  and
proportionate.

27. NOTICE OF CASUALTY.  Tenant shall give Lessor Prompt notice of any damage to
the premises by fire, tornado,  storm, or other casualty, and of any other event
or condition known to Tenant (or any  sub-tenant)  that impairs or threatens the
physical condition of the premises.

28. CONDEMNATION.  If the premises shall be taken by or pursuant to governmental
authority or through exercise of the power of eminent domain,  either totally or
such part as renders the remainder  inadequate  and  unsuitable for the purposes
described  herein,  this Lease  shall  terminate  as of the date of taking,  and
Tenant shall have no claim against  Lessor for the value of any unexpired  term.
If only part of the  premises  is so taken and the  remainder  is  adequate  and
suitable  for  Tenant's  purposes,  or can be rendered  adequate and suitable by
reasonable expenditure,  this Lease shall continue in force except that the rent
shall be reduced to reflect any loss in floor space. In such event, Lessor shall
bear the  reasonable  expense  of  restoration  necessary  to make the  premises
adequate and suitable, but Lessor shall not be obligated to expend more than the
amount actually received by Lessor as compensation,  damages,  or awards for the
taking. Lessor shall be entitled to receive all compensation, damages, or awards
for the taking,  except that Tenant may receive such amount as may be awarded or
payable for the taking of Tenant's  equipment and for Tenant's business damages,
and except that any compensation or awards for the taking of a fixture installed
by Tenant at Tenant's  expense,  which  constitutes  an  improvement to the real
estate,  shall be prorated between Lessor and Tenant, so the Tenant receives the
percentage  that the remaining  portion of the Lease term bears to the remaining
useful life of the fixture. If the fixture is to be restored, as provided above,
both Lessor's and Tenant's shares shall be applied to the cost thereof.

29. MECHANIC'S LIENS. Notice is hereby given that Lessor shall not be liable for
any work, labor, or materials furnished or to be furnished upon credit to or for
Tenant or anyone claiming under Tenant, and that no mechanic's or other lien for
any such  work,  labor,  or  materials  shall  attach to or affect  the title or
interest  of  Lessor  in and to the  premises.  Tenant  shall  not do or  suffer
anything to be done  whereby the premises may be  encumbered  by any  mechanic's
lien.  If any  mechanic's  lien or notice of claim  thereof is filed against the
premises with respect to work, labor, or materials  furnished or to be furnished
to Tenant or anyone claiming under Tenant, Tenant shall, within thirty (30) days
from the date of filing, cause the same to be withdrawn,  discharged, or removed
by deposit,  bonding proceedings or otherwise.  If Tenant fails to do so, Lessor
may do so, and may pay any judgment  recovered by any such lienor.  Tenant shall
immediately  reimburse Lessor for all amounts paid (including expenses) pursuant
to this paragraph, which amount shall be additional rent and immediately due.

30. WAIVER. Failure to strictly and promptly enforce the terms and/or conditions
of this Lease shall not operate as a waiver of Lessor's rights, Lessor expressly
reserving the right to always enforce any or all of the terms and/or  conditions
of this Lease,  regardless of any indulgences or extensions  previously granted.
The receiving by Lessor or Lessor's  representative  of any rent in arrears,  or
after notice or institution of any suit for possession,  or for  cancellation of
this Lease, will not be considered as a waiver of such notice of suit, or of any
of the rights of Lessor.

31.  SURVIVORSHIP.  All of the  provisions  hereof  shall  bind and inure to the
benefit  of parties  hereto,  their  respective  heirs,  legal  representatives,
successors and assigns.  If more than one person,  firm,  corporation,  or other
entity is executing  this Lease as Tenant,  then all of said  entities  shall be
jointly and severally liable hereunder.



<PAGE>



32.  SECTION  CAPTIONS.   The  captions  appearing  under  the  section  numbers
designations of this Lease are for  convenience  only and are not a part of this
Lease and do not in any way limit or amplify  the terms and  provisions  of this
Lease.

33.  DELINQUENCY  CHARGE.  A Fifty Dollar  ($50.00)  delinquency  charge will be
assessed  monthly for each month that the rental  payment is not received in the
office of the Lessor  prior to the tenth of the month to  compensate  the Lessor
for the additional costs of collection.  In addition to the delinquency fee, the
Tenant agrees to pay 18% annual interest of any payments due to Lessor which are
not paid when due.  Said  delinquency  charges and interest  shall be considered
additional  rent and shall be  promptly  paid by the Tenant and  included in his
rental payment, if and when rental payment is delinquent.  The assessment and/or
collection of any of the foregoing  charges shall not in any way be construed or
deemed to be a waiver or a  continuing  waiver of any of the terms,  provisions,
covenants and conditions of this Lease.

34. BUILDING RULES AND REGULATIONS.  Lessor shall have the right, at any time or
times  hereafter,  to adopt other or additional  rules and regulations as Lessor
deems reasonably  necessary for the safety and good order of the premises and in
like  manner  Lessor may rescind or amend all or any of the  attached  Rules and
Regulations.  Lessor shall give written  notice to Tenant of the adoption of any
additional  rules  and  regulations  or  amendments  to  any of  the  Rules  and
Regulations attached.

          a. No Lessee  shall at any time  occupy  any part of the  Building  as
sleeping or lodging quarters.
          b.  Lessor  will  not be  responsible  for  lost  or  stolen  personal
property,  equipment,  money or  jewelry  from  Lessee's  area or  public  rooms
regardless of whether such loss occurs when area is locked against entry or not.
          c. No animals shall be brought into or kept in or about the building.
          d. No person shall disturb the occupants of the Building by the use of
any musical instruments,  the making of unseemly noises,  causing  objectionable
odors, or any unreasonable use.
          e. Any vehicles left over 24 hours will be posted and towed away.
          f.  Tenant  agrees that by the  execution  of this Lease to accept and
agree  to  abide  by the  building  rules  and  regulations  or  any  reasonable
modifications or additions thereto during the term of this Lease.
          g. The water  closets and other water  fixtures  shall not be used for
any purpose other than those for they were  constructed and any damage resulting
to them from misuse, or the defacing or injury of any part of the Building shall
be borne by Tenant.  No person shall waste water by interfering with the faucets
or otherwise.
          h. No outside  storage  shall be  permitted  within  any common  areas
servicing the leased premises.
          i. All plate  and other  glass  now in the  leased  premises  which is
broken through cause  attributable to Tenant,  its officers,  agents,  servants,
employees,  patrons,  licensees,  customers,  visitors,  or  invitees  shall  be
replaced by and at the expense of the Tenant under the direction of the Lessor.
          j. The washing of vehicles and machinery shall be expressly prohibited
within the confines of the Center,  with the exception of any Detailing  Service
that may be located in the Parking Garage of A Building.
          k. All trash shall be placed within the dumpster provided by Lessor.

         It is  Lessor's  desire to  maintain  within the  property  the highest
standard of dignity and good taste  consistent  with comfort and convenience for
Lessees.  Any action or  condition  not  meeting  this high  standard  should be
reported  directly to Lessor.  Your cooperation will be mutually  beneficial and
sincerely  appreciated.  The  Lessor  reserves  the right to make such other and
further  reasonable  Rules and  Regulations  as in its judgment may from time to
time be needful,  for the safety,  care and cleanliness of the leased  premises,
and for the preservation of good order therein.



<PAGE>



35. EQUIPMENT PLACEMENT.  Lessor shall have the right to determine and prescribe
the  maximum  weight and proper  position of any heavy  equipment  that is to be
placed in the building, and only those which, in the opinion of Lessor, will not
do damage to the floors, building structures or elevators, may be moved into the
building.  Such  installations  shall be placed and maintained by the Tenant, at
Tenant's expense, in settings sufficient,  in Lessor's judgement,  to absorb and
prevent  vibration,  noise,  annoyance,  deterioration  of the floors,  building
structures or  elevators.  Lessor shall not be held  responsible  for any damage
and/or liability attributable to Tenant's equipment placement.

36.   GUARANTY. For value received and in consideration of, and as an inducement
      to Lessor to make this  lease,  the  undersigned  jointly  and  severally,
      personally  guaranty to Lessor,  its heirs , successors  and assigns,  the
      prompt and full  performance  and  observance  of all of the  obligations,
      covenants,  conditions  and  agreements  provided  herein  provided  to be
      observed and performed by Tenant.

37.   DEFAULT  UNDER  OTHER  LEASE.  If the term of any  lease,  other than this
      Lease,  made by the  Tenant  for any  premises  in the  property  shall be
      terminated  or  terminable  after the making of this Lease  because of any
      default by the Tenant under such other lease,  such fact shall empower the
      Lessor,  at the Lessor's sole option, to terminate this Lease by notice to
      the Tenant.

38.  PARKING.  It being  understood  between the parties that parking is limited
within the Center,  Lessor reserves the right to reasonably  restrict the number
and location of parked  Tenant's and its  employee  automobiles  for the overall
benefit of the property,  so as to provide adequate parking for the customers of
the  various  tenants  of the  Center,  and  to  designate  alternative  parking
locations  for such  Tenant  vehicles.  The  Lessor  may at its' own  discretion
designate  certain  areas of Key West Center as Tenant and  employee  parking as
need  requires.  It is agreed that it is not the intent of this Lease to provide
unrestricted  parking for tenant or employee  automobiles.  At no time shall the
parking of vehicles be permitted in the fire lanes serving the Center.

39. LEASE EXECUTION.  If Tenant shall be a corporation,  the authorized officers
must sign on behalf  of the  corporation.  The  lease  must be  executed  by the
president, vice-president,  secretary or assistant secretary, unless the by-laws
or a resolution  of the board of directors  shall  otherwise  provide,  in which
event,  the by-laws or a certified copy of the  resolution,  as the case may be,
must be furnished.

40. BROKER. The Broker in this transaction is WILDER LEASING & MANAGEMENT,  INC.
Tenant covenants,  warrants and represents that no other broker was instrumental
in consummating  this lease,  and that no conversation or negotiations  were had
with any other broker  concerning  the renting of the demised  premises.  Tenant
agrees to hold Lessor harmless from and against, and agrees to defend at its own
expense,  any  and  all  claims  for  a  brokerage  commission  arising  out  of
allegations of negotiation by Tenant with any other brokers for the lease of the
demised premises.

41. FACE PAGE. The aforementioned face page is to be considered an integral part
of this Lease Agreement.

42.  ADDITIONAL PROVISIONS.  PER FACE PAGE.


     IN WITNESS  WHEREOF,  and intending to be bound hereby,  the parties hereto
have  affixed  their  signatures  and seals to this  instrument  for the purpose
herein expressed, the day and year first above written.

INCLUDED EXHIBITS: "A"


<PAGE>


Signed, sealed and delivered in the presence of:





----------------------            ---------------------------------
                                  Scott Spoerl
----------------------            President
As to Scott Spoerl                KWPH, Inc.




----------------------            ---------------------------------
                                    ERIC SEIDEL-PRESIDENT OF
                                         eAUTOCLAIMS.COM
----------------------
 As to ERIC  SEIDEL