LEASE AGREEMENT

         THIS  LEASE  AGREEMENT  (the  "Lease")  made as of the 1st day of July,
1999, by and between  Sterling Realty Trust, a Trust made under a Declaration of
Trust dated November 24, 1950, and recorded in Hampden County  Registry of Deeds
as Document No.  26882,  in Book 2088,  Page 123 (the  "Landlord"),  and Mestek,
Inc., and its successors and assigns (the "Tenant") a Pennsylvania  corporation,
with offices at 260 North Elm Street, Westfield, MA 01085.

                                   WITNESSETH

         THAT FOR AND IN  CONSIDERATION  of the mutual  covenants and agreements
herein  contained,  and  intending to be legally  bound,  the parties  hereto do
hereby covenant and agree as follows:

1.abLease of Premises. Landlord hereby leases to Tenant and Tenant hereby leases
from Landlord a portion of the 1st Floor of the premises  commonly  known as 125
North Elm  Street  ("Torrington  Building"),  Westfield,  Massachusetts,  01085,
representing  6,864 square feet, as indicated by the drawing attached as Exhibit
A to this Lease (the  "Premises"),  which  Premises is situated on that  certain
parcel of land described in Exhibit B to this Lease (the  "Property"),  together
with the right and license to enter and use the adjacent property located on the
corner of North Elm Street and  Westminster  Street as described in Exhibit C to
this Lease,  for the purposes of  automobile  parking for Tenant,  its officers,
employees, agents and invitees.

2.abTerm

2.1ab  Term.  The term of the  Lease  shall be for a  period  of five (5)  years
beginning on July 1, 1999 (the "Commencement  Date") and ending on June 30, 2004
(the  "Termination  Date") at 5:00 p.m.,  subject to (a) earlier  termination as
provided  in this  Lease,  or (b) the renewal of this Lease at the option of the
Tenant for an  additional  five (5) year  period  upon three (3) months  advance
notice to  Landlord,  at an  annual  rent set forth in  Section  3.3 below  (the
"Term").

2.2ab    Termination.
         -----------

                  2.2.1 This Lease shall terminate at the end of the Term, as it
may be extended, pursuant to Section 2.1(b), without the necessity of any notice
from either Landlord or Tenant to terminate the same.

                  2.2.2 This Lease may  terminate at the election of Landlord in
the event of any default of Tenant as described in Article 11 below.


<PAGE>


                  2.2.3 Upon the  expiration or sooner  termination of the Term,
Tenant shall quietly and  peacefully  surrender the Premises in good  condition,
reasonable wear and tear excepted, to Landlord. All appurtenances,  fixtures and
leasehold improvements installed in the Premises, whether by Landlord or Tenant,
and whether at  Landlord's  expense or Tenant's  expense shall be and remain the
property of Landlord.  All non-fixture  personal property owned by Tenant and/or
placed in the Premises  shall remain the property of Tenant and shall be removed
prior to the end of the Term or such  other time as Tenant may lose the right of
possession of the Premises.  Any property of Tenant remaining in the Premises at
the expiration or other termination of the Term, or at such other time as Tenant
may lose the right of possession of the Premises,  shall be deemed  abandoned by
Tenant  and, at  Landlord's  option,  shall  become the  property  of  Landlord.
Landlord may remove such  property and sell or otherwise  dispose of the same in
any manner without liability or obligation to account to Tenant therefor. Tenant
shall pay Landlord on demand for all costs of Landlord in removing,  storing and
disposing of any such property.

3.abRent.

3.1ab Tenant shall pay to the Landlord at its offices in Westfield,  MA 01085 or
such other address as Landlord may designate,  a rate of Eleven Dollars ($11.00)
per square  foot of floor area,  which is equal to an annual  rent (the  "Annual
Rent")  of   Seventy-Five   Thousand   Five  Hundred  Four  Dollars  and  No/100
($75,504.00),  payable in  monthly  installments  of Six  Thousand  Two  Hundred
Ninety-Two Dollars and No/100  ($6,292.00),  in advance of the first day of each
month of the Term,  without any  deduction,  counterclaim,  abatement or set-off
whatsoever (except as may be expressly authorized by the terms of this Lease).

3.2ab Tenant shall also pay to Landlord,  as additional  rent during the initial
term of this Lease ("Additional  Rent"), the sum of $257,820.00,  which is equal
to the costs of $217,000 incurred by Landlord in the buildout of the Premises at
7% interest,  payable in sixty equal installments of $4,297.00 each month on the
day  reserved  hereunder  for  the  payment  of the  Annual  Rent,  without  any
deduction, counterclaim, abatement or set-off whatsoever.

3.3ab The Annual Rent to be paid by Tenant includes all real estate taxes,  real
property  insurance,  and utilities,  including water, gas, heat, light,  power,
electricity, fuel, sewer charges, but excluding telecommunications,  and any and
all other  services and  utilities  supplied to the Premises  together  with any
taxes or surcharges thereon.

3.4ab If Tenant  shall  elect to extend the term of this  Lease,  as provided in
Section  2.1(b),  then the Annual Rent shall be adjusted (the  "Adjusted  Annual
Rent") as follows:

3.4.1ab The Consumer Price Index for All Urban Consumers (CPI-U) as published on
the  Commencement  Date ( the "Base  Index")  shall be compared to such index as
published on the  Termination  Date (the "Current  Index") and the change in the
Consumer Price Index shall be expressed as a percentage  where a number equal to
the Current Index minus the Base Index shall be the  numerator,  and the Current
Index shall be the denominator  (the  "Percentage  Increase");  provided however
that the Percentage Increase shall not be less than zero.

3.4.2ab The Adjusted Annual Rent shall equal the Annual Rent plus the product of
the Annual Rent  multiplied  by one-half of the  Percentage  Increase;  provided
however that if the Percentage  Increase is equal to zero percent (0.00%),  then
the  Adjusted  Annual  Rent shall  equal $11 per square  foot.  For  purposes of
illustration  only;  the Base Index is equal to 166.7,  and assuming the Current
Index is 200 as of June 30,  2004,  then the  Percentage  Increase  would  equal
16.65% (200 - 166.7 / 200), and the Adjusted  Annual Rent would equal $11.91 per
square foot ($11 + ($11* (16.65% / 2)).

4.abInsurance.

4.1ab  Property  Insurance.  Landlord  shall obtain and keep in force during the
Term of this Lease a policy of fire and extended coverage insurance with respect
to the Premises.

4.2ab Liability Insurance. Tenant shall obtain and keep in force during the term
of this Lease a policy of comprehensive public liability insurance in the amount
of One  Million  Dollars  and No/100  ($1,000,000.00),  insuring  Tenant and, as
additional  insured,  Landlord,  against any  liability  arising out of the use,
occupancy, or maintenance of the Premises and all areas appurtenant thereto. All
such policies shall be written as primary policies not contributing with and not
only in excess of any coverage which Landlord may carry.

4.3ab Personal Property Insurance. Tenant shall, at Tenant's own expense, obtain
and keep in force  during the term of this Lease a policy of  personal  property
insurance  in an amount  necessary  to cover  Tenants  personal  property on the
Premises.  The  company or  companies  writing  any  insurance  which  Tenant is
required to take out and maintain pursuant to this Lease, as well as the form of
such insurance,  shall at all times be subject to the Landlord's  approval,  and
any such company or companies shall be licensed to do business in Massachusetts.
Each policy  evidencing  such  insurance  shall (a) shall contain a provision by
which the insured  agrees that such policy  shall not be canceled  except  after
thirty (30) days  written  notice to Landlord  and its  designee,  and (b) shall
provide that coverage shall not be limited or denied by reason of the provisions
in this Lease,  including those relating to limitations of liability and waivers
of subrogation and other rights.  For all insurance policies procured by Tenant,
a certificate of such  insurance  shall at all times be deposited with Landlord.
If Tenant  shall fail to perform any of its  obligations  under this  Article 4,
then in addition to any other  remedies it may have,  Landlord  may,  but is not
required to,  perform the same,  and the cost  thereof,  together  with interest
thereon at the current prime rate of BankBoston, N.A., or any successor thereto,
less two percentage  points (2%),  shall be deemed  Additional Rent and shall be
payable upon Landlord's demand.

5.abImprovements and Alterations.
    ----------------------------

5.1ab Improvements by Tenant. Tenant shall not make any alterations, renovations
or  improvements or cause to be installed any fixtures,  exterior  signs,  floor
covering,  interior or exterior lighting or plumbing fixtures, shades or awnings
or any other  installations  in,  on,  or to the  Premises  or any part  thereof
(including,  without limitation,  any structural alterations,  or any cutting or
drilling into any part of the Premises or any securing of any fixture, apparatus
or  equipment of any kind to any part of the  Premises)  unless and until Tenant
shall have caused plans and  specifications  therefor to have been prepared,  at
Tenant's expense,  by an architect or other duly qualified person and shall have
obtained Landlord's written approval thereof.

5.2ab  Mechanic's  Liens.  Tenant  shall keep the  Premises  free from any liens
arising out of any work or service  performed  or material  furnished  by or for
Tenant or any person or entity claiming through or under Tenant. Notwithstanding
the  foregoing,  if any  mechanic's  or other  lien shall be filed  against  the
Premises,  purporting to be for labor,  services or material  furnished or to be
furnished at the request of Tenant,  then Tenant shall at its expense cause such
lien to be  discharged of record by payment,  bond or  otherwise,  within ninety
(90) days after the filing  thereof.  If Tenant shall fail to cause such lien to
be  discharged  of record  within  such ninety  (90) day  period,  Landlord,  in
addition to any other remedies it may have, may cause such lien to be discharged
by payment, bond or otherwise,  without investigation as to the validity thereof
or as to any  offsets or  defenses  thereto,  and  Tenant  shall,  upon  demand,
reimburse Landlord for all amounts paid and costs incurred, including attorneys'
fees, in having such lien discharged of record.

5.3ab  Contractor's  Insurance.  Prior to engaging any contractor,  Tenant shall
require any contractor performing work on the Premises at Tenant's request or on
Tenant's behalf to carry and maintain such insurance in such amounts of coverage
as Landlord  may require  from time to time,  including  contractor's  liability
coverage  and  workers'  compensation  insurance  and  to  name  Landlord  as an
additional  insured  upon the  contractor's  insurance  policy for the terms and
purpose of the work upon the Premises.

6.abUse of Premises. Tenant's use and occupancy of the Premises shall be for the
purpose of conducting  marketing,  sales,  customer service,  and administrative
services  associated with its gas products division and all other ancillary uses
relating thereto. Tenant shall not use or permit the Premises to be used for any
significantly different purposes without the prior written consent of Landlord.

6.1ab Prohibited Uses. Tenant shall not use or allow the Premises to be used for
any  improper,  immoral,  unlawful or  objectionable  purpose,  nor shall Tenant
cause,  maintain or permit any  nuisance  in, on or about the  Premises.  Tenant
shall not  commit or allow to be  committed  any  material  waste in or upon the
Premises,  reasonable  wear and tear excepted.  Tenant shall not cause or permit
any hazardous or toxic substance, material or waste including without limitation
any oil, pollutant,  contaminant,  hazardous waste, asbestos, or other hazardous
substance,  as such term or similar terms are now defined, used or understood in
or  under  any  federal,  state,  local  or other  governmental  statute,  rule,
regulation, ordinance or order which relates in any way to the protection of the
environment (the "Environmental Laws") to be used, stored,  released,  dumped or
disposed of upon the Premises  except in full  compliance  with and as otherwise
allowed by the  Environmental  Laws. 6.2ab Compliance with Law. Tenant shall not
use or permit the use of the  Premises  in any way in  conflict  with any law or
governmental  rule. Tenant shall, at Tenant's sole cost,  promptly comply in all
material respects with all such laws and governmental  rules and regulations and
with the  requirements  of any board of underwriters or other similar bodies now
or  hereafter  constituted  relating to the  condition,  use or occupancy of the
Premises  whether  or  not  expressly   ordered  to  do  so  by  the  applicable
governmental authority.

7.abMaintenance and Repairs.  Responsibility for maintenance and repairs shall
be allocated between Landlord and Tenant as follows:

7.1ab Tenant's Obligations.  By taking possession of the Premises,  Tenant shall
be deemed to have  accepted the Premises "as is", in good  condition and repair.
Tenant shall, at Tenant's sole cost and expense,  keep the Premises and each and
every part thereof in an orderly and sanitary condition,  well-maintained and in
good repair and  appearance  (except as  hereinafter  provided  with  respect to
Landlord's   obligations),   including  without  limitation,   the  maintenance,
replacement,  painting  and repair of any doors,  door frames,  windows,  window
casements,  glass,  floors  and floor  coverings,  walls and wall  surfaces  and
coverings,  plumbing, pipes, electrical service, including panels, boxes, wiring
and conduits.  Tenant shall,  upon the expiration or sooner  termination of this
Lease,  surrender  the  Premises  to Landlord in good  condition,  broom  clean,
ordinary wear and tear excepted.  Any damage to property or injury  sustained by
any person because of mechanical, electrical, plumbing or any other equipment or
installations,  whose  maintenance  and repair  shall be the  responsibility  of
Tenant,  shall  be the  obligation  of and  paid  for by  Tenant.  Tenant  shall
indemnify  and hold  Landlord  harmless  from and against  all claims,  actions,
damages and liability in connection with Tenant's obligations under this Article
7, including,  but not limited to, attorneys' and other  professional  fees, and
any other costs and expenses which Landlord might  reasonably  incur. Any damage
to adjacent premises caused by Tenant's use of the Premises shall be repaired at
the sole cost and expense of Tenant.

7.2ab Landlord's Obligations. Upon receipt of written notice of the need for the
same, Landlord shall, at Landlord's expense,  repair and maintain the structural
portions  of  the  Premises,   which  include  the   foundation,   exterior  and
load-bearing walls, structural members and roof, and shall maintain (without the
requirement  of notice)  the  exterior  grounds,  common  areas,  parking  lots,
sidewalks  and walkways of the  Property,  including  removal of snow and ice as
required. In the event such maintenance and repairs are necessitated in whole or
in part by the acts, neglect, fault, or omission of any duty by Tenant, Tenant's
agents,  servants,  employees, or invitees, or any damage caused by breaking and
entering,  Tenant shall pay to Landlord the entire cost of such  maintenance and
repairs.  Except as otherwise  provided in this  Section 7.2,  there shall be no
abatement  of rent and no  liability  of  Landlord by reason of any injury to or
interference  with  Tenant's  business  arising  from the making of any repairs,
alterations,  or  improvements  in or to any portion of the Premises or in or to
fixtures,  appurtenances, and equipment. Tenant waives the right to make repairs
that are Landlord's  obligation under this Lease at Landlord's expense under any
law,  statute,  or ordinance now or hereafter in effect.  Landlord shall have no
responsibility  for the maintenance,  repair or replacement of anything which is
Tenant's obligation as set forth in Section 7.1.

8.abHold  Harmless.  To the extent permitted by law, and except to the extent of
Landlord's  acts or omissions  for which  Landlord is solely  negligent,  Tenant
shall  indemnify and hold Landlord  harmless from and against any and all claims
arising from, in connection with or related to (a) Tenant's use of the Premises,
(b) the conduct of Tenant's business,  (c) any activity,  work, or other things,
done, permitted,  or suffered by Tenant in or about the Premises, (d) any breach
or default in the performance of any obligation on Tenant's part to be performed
under  the  terms of this  Lease,  (e) any act or  negligence  of  Tenant or any
officer,  agent,  employee,  guest,  or  invitee  of  Tenant  and (f) all  costs
(including  attorneys' fees) and liabilities incurred in or about the defense of
any such claim or any action or  proceeding  brought  thereon.  In any action or
proceeding  brought  against  Landlord  by  reason of any such  claim  described
herein,  Tenant,  upon notice from  Landlord,  shall defend the same at Tenant's
sole expense conferring from time to time with Landlord. To the extent permitted
by law,  Tenant  hereby  assumes  all risk of  damage to  property  or injury to
persons of whatever  status in, upon, or about the Premises from any cause other
than the sole negligence of Landlord. Landlord or Landlord's agents shall not be
liable  for any loss or damage to  persons  or  property  resulting  from  fire,
explosion,  falling plaster,  steam, gas, electricity,  water, or rain which may
leak from any part of the  Torrington  Building,  upon the  Premises or from the
pipes, appliances, heating and air conditioning system or plumbing works therein
or from the road, street, or subsurface,  or from any other place resulting from
dampness,  or from any other cause  whatsoever,  unless  caused by or due to the
sole  negligence  of Landlord or  Landlord's  agents.  Tenant  shall give prompt
notice to Landlord in case of casualty or accidents upon the Premises.

9.abEntry by Landlord.  At any and all reasonable  times during regular business
hours,  upon one days' prior notice to Tenant,  Landlord reserves and shall have
the right to enter the  Premises  to  inspect  the same a  reasonable  number of
times,  to submit the Premises to prospective  purchasers or tenants,  to repair
the Premises and any portion of the  Torrington  Building that Landlord may deem
necessary or  desirable,  without  abatement  of rent,  and may for that purpose
erect  scaffolding and other necessary  structures where reasonably  required by
the character of the work to be performed,  using best efforts to avoid blocking
the entrance to the Premises or the  Torrington  Building and providing that the
business of Tenant shall not be  interfered  with  unreasonably.  Tenant  hereby
waives  any  claim  for  damages  or  for  any  injury  or  inconvenience  to or
interference  with  Tenant's  business,  and any  loss  of  occupancy  to  quiet
enjoyment of the Premises.

10.abAssignment  and  Subletting.  Tenant  shall not  either  voluntarily  or by
operation of law assign, transfer,  mortgage, pledge,  hypothecate,  or encumber
this Lease or any interest therein and shall not sublet the Premises or any part
thereof or any right or privilege  appurtenant  thereto or allow any person (the
employees,  agents,  servants, and invitees of Tenant excepted) to occupy or use
the  Premises  or any  portion  thereof  without  the prior  written  consent of
Landlord;  provided,  however,  that  Tenant may assign this Lease or sublet the
Premises to an  affiliate of Tenant  without the consent of  Landlord.  Any such
assignment  or  subletting  without such  required  consent shall be voidable by
Landlord  and may  constitute  a default  under the terms of this  Lease.  It is
understood  and agreed that  Landlord  may fully  assign or encumber  Landlord's
interest in this Lease as  Landlord.  Landlord may assign or encumber the Annual
Rent and/or the Adjusted Annual Rent herein provided to any person, partnership,
corporation, or bank, and Tenant agrees when notified in writing by the assignee
of such  assignment to make the rental  payments to assignee  under the terms of
said assignment.

11.abTenant's Default. The occurrence of any one or more of the following events
shall constitute an event of default and breach of this Lease by Tenant:

11.1ab  Abandonment.  Tenant  vacates or abandons  the Premises for a continuous
period in excess of five (5) business days.

11.2ab  Failure to Pay  Obligations.  Tenant fails to make any payment of Annual
Rent or the Adjusted  Annual Rent, or any other  payment  required to be made by
Tenant  hereunder,  as and when due,  where such  failure  shall  continue for a
period of ten (10)  business days after  written  notice  thereof by Landlord to
Tenant.

11.3ab  Failure to Observe Other  Covenants.  Tenant fails to observe or perform
any of the covenants,  conditions, or provisions of this Lease to be observed or
performed by Tenant,  other than  described  in Section 11.2 herein,  where such
failure  shall  continue for a period of thirty (30) days after  written  notice
thereof by Landlord to Tenant; provided, however, that if the nature of Tenant's
default is such that more than thirty (30) days are reasonably required for cure
of such  condition,  then Tenant  shall not be deemed to be in default if Tenant
commences  such cure  within said  thirty  (30) days and  thereafter  diligently
prosecutes such cure to completion.

12.abRemedies  on  Default.  In the event of any  default  or breach by  Tenant,
Landlord  may,  at any time  thereafter  with or  without  notice or demand  and
without  limiting  Landlord in the exercise of a right or remedy which  Landlord
may have by reason of such  default or  breach,  exercise  any of the  following
remedies:

12.1ab  Termination  of  Possession.  Landlord may terminate  Tenant's  right to
possession  of the  Premises  by  written  notice to Tenant or any other  lawful
means,  terminate this Lease by written notice to Tenant,  revoke Tenant's right
to any free rent or other  lease  concessions  and recover the value of any such
concessions made,  re-enter and take possession of the Premises and Tenant shall
immediately  surrender  possession  of the Premises to Landlord.  In such event,
Landlord  shall be  entitled  to recover  from  Tenant all  damages  incurred by
Landlord by reason of Tenant's default, including without limitation, all unpaid
Annual Rent or the Adjusted  Annual Rent and other  obligations  of Tenant under
this  Lease  including  without  limitation,   accrued  interest,  the  cost  of
recovering possession of the Premises,  the expenses of reletting,  the costs of
removing  persons and  property  from the  Premises,  the costs of  repairing or
altering the  Premises  for  reletting,  brokers'  commissions,  and legal costs
including attorneys' fees whether suit is brought or not, and any other costs or
damages arising out of Tenant's default. Notwithstanding any termination of this
Lease,  re-entry or reletting of the  Premises,  the liability of Tenant for the
Annual Rent or the Adjusted  Annual Rent and other charges and  adjustments  for
the  balance of the Term  shall not be  extinguished  and  Tenant  shall pay and
Landlord  may  recover  from  Tenant at the time of  termination,  re-entry,  or
reletting,  the amount of such rents  reserved  in this Lease for the balance of
the Term (even if in excess of the then reasonable  rental value of the Premises
or any part thereof)  without  first  terminating  Tenant's  right to possession
pursuant to this Lease. Landlord reserves the right, at any time thereafter,  to
elect to terminate  Tenant's right to possession to the Premises for the default
that originally resulted in the reletting.

12.2ab Enforcement of Lease. Landlord may maintain Tenant's right to possession,
in which case this Lease shall  continue in effect  whether or not Tenant  shall
have  abandoned  the  Premises.  In such  event,  Landlord  shall be entitled to
enforce all of Landlord's  rights and remedies  under this Lease,  including the
right to recover the Annual Rent or the Adjusted  Annual Rent other  obligations
of Tenant under this Lease,  and any other charges,  interest and adjustments as
may become due hereunder.  Landlord's failure or inability to relet the Premises
or any part thereof shall not reduce or restrict or in any way affect Landlord's
right to recover  from  Tenant  all such rent and other sums as the same  become
due, and, despite such failure or inability to so relet the Premises or any part
thereof.

12.3ab  Other  Remedies.  Landlord  may pursue any other remedy now or hereafter
available to Landlord under the laws or judicial  decisions of the  Commonwealth
of Massachusetts, in addition to the foregoing. It is understood and agreed that
Landlord's  remedies hereunder are cumulative,  and the exercise of any right or
remedy shall not  constitute  a waiver,  merger or  extinguishment  of any other
right or remedy.

12.4ab Removal of Personal Property. In the event of a retaking of possession of
the Premises by Landlord,  Tenant  shall  remove all personal  property  located
thereon and, upon failure to do so upon demand of Landlord,  Landlord may remove
and  store  the  same in any  place  selected  by  Landlord,  including  without
limitation  a public  warehouse,  at the expense  and risk of Tenant.  If Tenant
shall fail to pay the cost of storing any such property after it has been stored
for a period of thirty (30) days of more,  Landlord  may sell any or all of such
personal  property  at a public or private  sale or auction  and shall apply the
proceeds of such sale first to the cost of such sale, secondly to the payment of
the charges for storage, if any, and thirdly to the payment of any other sums of
money which may be due from  Tenant to  Landlord  under the terms of this Lease,
and the balance, if any, to Tenant.  Tenant hereby waives all claims for damages
that may be caused by Landlord's  lawfully  re-entering and taking possession of
the Premises or lawfully removing and storing the personal property of Tenant as
herein provided and will hold Landlord harmless from loss or damages  occasioned
by  Landlord  thereby,  and no such  lawful  re-entry  shall  be  considered  or
construed to be a forcible or unlawful entry or detainer.

13.abDamage and  Reconstruction.  Should the Premises be damaged during the term
of this Lease,  Tenant shall  immediately  notify  Landlord,  and the rights and
responsibilities of Landlord and Tenant shall then be as follows:

13.1ab  Insured  Damage.  In the event the Premises are damaged by fire or other
perils covered by Landlord's  casualty or property  insurance,  Landlord  agrees
forthwith  to commence  repair of the same to the extent of  insurance  proceeds
available  and this Lease  shall  remain in full force and  effect,  except that
Tenant shall be entitled to a proportionate  reduction of the Annual Rent and/or
the Adjusted Annual Rent (but not other obligations  hereunder) from the date of
damage and while such repairs are being made, such proportionate reduction to be
based upon the extent to which the damage and making of such repairs shall cause
undue  interference  with the business carried on by Tenant in the Premises.  If
the damage is due to the fault or neglect of Tenant or Tenant's employees, there
shall be no abatement of the Annual Rent.

13.2ab Other Damage.  In the event the Premises are damaged as the result of any
cause other than the perils  covered by  Landlord's  casualty  insurance  or for
which insurance  proceeds are insufficient  fully to cover, then Landlord agrees
forthwith  to commence  repair of the same,  only in the case that the extent of
the  destruction of the Premises is less than ten percent (10%) of the then full
replacement  cost of the Premises.  In the event the destruction of the Premises
is to an extent of ten percent (10%) or more of the full replacement cost of the
Premises,  then  Landlord  shall have the  option (a) to repair or restore  such
damage,  this Lease  continuing  in full force and  effect,  but the Annual Rent
and/or the  Adjusted  Annual Rent shall be  proportionately  reduced as provided
above in Section  13.1; or (b) to give notice to Tenant at any time within sixty
(60) days after such damage,  terminating this Lease as of the date specified in
the  notice,  which date shall be no more than thirty (30) days after the giving
of such notice. In the event of giving such notice,  this Lease shall expire and
all interest of Tenant in the Premises shall  terminate on the date so specified
in such  notice and the Annual  Rent  and/or the  Adjusted  Annual Rent shall be
fully  abated,  and all other  obligations  of Tenant  under this Lease shall be
deemed fully  performed  as of the date of such  termination.  At Tenant's  sole
option, it may, upon notice to Landlord and in accordance with Article 5 of this
Lease,  effect  all  necessary  repairs  and  reinstate  this  Lease.   Tenant's
obligation  to pay Annual  Rent  and/or the  Adjusted  Annual Rent , but not the
other  obligations  hereunder,  during any period of repair shall be abated,  so
long as such period does not exceed one hundred eighty (180) days.

13.3ab Damage to Tenant's Property.  Landlord shall not be required to repair or
make whole any  injury or damage by fire or other  cause or peril or to make any
repairs or  replacements  of any fixtures or other personal  property of Tenant.
Tenant  shall  maintain  hazard  insurance  to  cover  hazards  to its  personal
property.

14.abEminent Domain.
     --------------

14.1ab  Taking.  If  fifty  percent  (50%)  or  more  of  the  Premises  or  the
improvements   thereon  shall  be  taken  or   appropriated  by  any  public  or
quasi-public  authority under the power of eminent domain, Tenant shall have the
right at its option  within sixty (60) days after said taking to terminate  this
Lease upon thirty (30) days' written notice.

14.2ab Partial  Taking.  If less than fifty (50%) percent of the Premises or the
improvements  thereon are taken,  or fifty percent (50%) or more of the Premises
or the  improvements  thereon are taken and Tenant  elects not to  terminate  as
herein  provided,  the Annual  Rent  thereafter  to be paid  shall be  equitably
reduced.

14.3ab Award. In the event of any taking or appropriation  whatsoever,  Landlord
shall be entitled to any and all awards,  payments or  settlements  which may be
given,  made or ordered and Tenant  shall have no claim  against the  condemning
authority or Landlord  for the value of any  unexpired  term of this Lease,  and
Tenant hereby  assigns to Landlord any and all claims to any award,  payments or
settlement.  Nothing  contained  herein  shall be  deemed to give  Landlord  any
interest in or to require  Tenant to assign to Landlord any award made to Tenant
for the taking of personal  property or fixtures  belonging  to Tenant,  for the
interruption of or damage to Tenant's business, or for Tenant's moving expenses.

15.abSigns.

15.1ab Tenant Signs. Tenant may, at Tenant's sole expense,  place external signs
on the Premises,  provided such signs have been approved in advance by Landlord,
and provided such signs do not violate any statute or regulation existing during
the term of this Lease. Tenant shall pay the costs of removal of such signs upon
termination of the Lease, and such signs shall be the property of Tenant.

15.2ab "For Lease" Signs. At any time within One Hundred Eighty (180) days prior
to the  expiration  of this Lease,  Landlord  may place upon the  Premises  "for
lease" signs.

16.abSubordination.  Tenant agrees that this Lease shall be  subordinate  to any
mortgage  or deed of  trust  that is now or may  hereafter  be  placed  upon the
Premises  and to any and all  advances to be made  thereunder,  to the  interest
thereon, and all renewals,  replacements,  and extensions thereof; provided, the
lender  secured by and named in such  mortgage  or deed of trust  shall agree in
writing to recognize this Lease of Tenant in the event of foreclosure, if Tenant
is not in default.  Tenant agrees to take all actions and to execute and deliver
all  certificates,  instruments,  documents and agreements,  including,  without
limitation,  agreements of  subordination,  waiver and attornment,  necessary or
proper to effect the foregoing.


<PAGE>


17.abTenant's Statement. Tenant shall at any time and from time to time upon not
less  than  ten  (10)  days'  prior  written  notice  from  Landlord,   execute,
acknowledge,  and deliver to Landlord a statement in writing (a) certifying that
this Lease is unmodified and in full force and effect (or, if modified,  stating
the nature of such  modification and certifying that this Lease, as so modified,
is in full force and effect) and the date to which the rental and other  charges
are paid in advance,  if any; (b) acknowledging  that there are not, to Tenant's
knowledge, any uncured defaults on the part of Landlord hereunder, or specifying
such defaults if any are claimed; and (c) setting forth the date of commencement
of Annual Rent and  expiration  of the Term hereof.  Any such  statement  may be
relied  upon by any  prospective  purchaser  or  encumbrancer  of the  Premises.
Failure  to  provide  such  statement  within  ten (10)  days  shall  be  deemed
confirmation of the statement of Landlord regarding each of the foregoing items.

18.abAuthority of Parties.  Each of Tenant and Landlord  represents and warrants
that it is a duly  organized  and in  good  standing  and  that  the  execution,
delivery and performance of this Lease has been duly authorized by all requisite
corporate action.  Each individual  executing this Lease on behalf of Tenant and
Landlord  represents and warrants that he or she is duly  authorized to execute,
deliver  and  perform  this  Lease  for,  in the  name of and on  behalf  of the
respective party, in accordance with the bylaws of such  organization,  and that
this  Lease is legally  binding  upon and  enforceable  against  such  entity in
accordance with its terms.  Upon request,  each of Tenant and Landlord agrees to
provide a  Certificate  of Officer  verifying the authority and position of each
signatory.

19.abGeneral  Provisions.  Landlord  and Tenant agree to the  following  general
provisions:

19.1ab Waiver. A waiver by Landlord of any term,  covenant,  or condition herein
contained shall not be deemed to be a future waiver of such term,  covenant,  or
condition,  nor the  waiver of any other  term,  covenant  or  condition  herein
contained.  The subsequent acceptance of any payment hereunder by Landlord shall
not be  deemed to be a waiver of any  preceding  default  by Tenant of any term,
covenant,  or condition of this Lease, other than the failure of Tenant to pay a
particular  rental so  accepted,  regardless  of  Landlord's  knowledge  of such
preceding default at the time of the acceptance of any such rent.

19.2ab  Time.  Time  is of the  essence  of  this  Lease  and  each  and all its
provisions in which performance is a factor.

19.3ab Headings.  The heading and section titles of this Lease are not a part of
this Lease and shall have no effect upon the construction or  interpretation  of
any part hereof.

19.4ab  Successors and Assigns.  The covenants and conditions  herein  contained
subject  to the  provisions  as to  assignment,  apply to and  bind  the  heirs,
successors, executors, administrators, and assigns of the parties hereto.

19.5ab Quiet Possession. Upon Tenant paying all of the obligations hereunder and
performing all of the covenants,  conditions, and provisions on Tenant's part to
be observed and performed  hereunder,  Tenant shall have quiet possession of the
Premises  for the entire  term  hereof,  subject to all the  provisions  of this
Lease.  The  Premises are leased  subject to any and all existing  encumbrances,
conditions, rights, covenants, easements,  restrictions,  rights-of-way, and any
matters of record,  applicable zoning and building laws, and such matters as may
be disclosed by inspection or survey.


<PAGE>


19.6ab  Prior  Agreements.  This Lease  contains  all of the  agreements  of the
parties  hereto with  respect to any matter  covered or mentioned in this Lease,
and no prior agreements or  understandings  pertaining to any such matters shall
be  effective  or binding  upon any party until fully  executed by both  parties
hereto.

19.7ab Partial Invalidity.  Any provisions of this Lease which shall prove to be
invalid,  void, or illegal  shall in no way affect,  impair,  or invalidate  any
other provision hereof,  and such other provision shall remain in full force and
effect.

19.8ab  Cumulative  Remedies.  No remedy or election  hereunder  shall be deemed
exclusive,  but shall whenever possible be cumulative with all other remedies at
law or in equity.

19.9ab  Governing  Law.  This  Lease  shall  be  governed  by and  construed  in
accordance  with the laws of the  Commonwealth of  Massachusetts,  excluding its
conflict of laws.

19.10ab  Real Estate Commission.  There are no brokers eligible to receive
commissions.

19.11ab  Notice.  Any  notices or other  communications  required  or  permitted
hereunder or otherwise in connection  herewith  shall be in writing and shall be
deemed  to have been duly  given  when  delivered  in person or  transmitted  by
facsimile  transmission  or on receipt after dispatch by express,  registered or
certified mail, postage prepaid, addressed, as follows:

                  If to Landlord:
                  Sterling Realty Trust
                  10 Tekoa Terrace
                  Westfield, MA 01085
                  Attention: John E. Reed, Trustee

                  If to Tenant:
                  Mestek, Inc.
                  260 North Elm Street
                  Westfield, MA 01085
                  Attention: Stephen M. Shea, Sr. Vice President-Finance

19.12ab Survival.  All agreements,  covenants,  warranties,  representations and
indemnification  contained  herein or made in writing  pursuant  to the terms of
this Lease by or on behalf of Tenant shall be deemed  material and shall survive
the expiration or sooner termination of this Lease.

                            Signatures on next page.

         IN WITNESS  WHEREOF,  the parties have executed this Lease Agreement as
of the date first set forth above.

                                             LANDLORD:
                                             STERLING REALTY TRUST

                                             /S/  JOHN E. REED
                                             -----------------------------
                                             By:      John E. Reed
                                             Its:     Trustee


                                             TENANT:
                                             MESTEK, INC.

                                             /S/  STEPHEN M. SHEA
                                             ---------------------------
                                             By:      Stephen M. Shea
                                             Its:     Sr. Vice President-Finance