COMMERCIAL  LEASE


     This  lease,  dated for reference purposes only this 22 day of May, 1997,
is  made  between  NINE-C  CORPORATION  (the "Landlord") and J. B. Richter DBA
Capital  Resources  and  J.  B.  Richter,  an  individual,(the  "Tenant").

     1.          PREMISES.

     1.01    Description.    Landlord hereby leases to Tenant and Tenant hires
from  Landlord  on the terms, covenants and conditions set forth herein, those
premises  specifically  known  as  Suite  240  designated  and  identified  by
crosshatching  on  Exhibit  "A"  attached hereto, (the "Leased Premises"), and
incorporated  by  reference  herein.   The Leased Premises, approximately 1325
square  feet  of  usable space, and approximately 1559 square feet of rentable
space  (by  BOMA  Modified  Standards),  is located at 900 Veterans Boulevard,
Redwood  City,  California  (the  "Building").    The  Building is a part of a
commercial  project  which  includes the Building, an adjacent parking lot and
parking  structure  and  the  underlying  real  property  (the  "Project").

     1.02    Confirmation  of  Terms.   Within thirty (30) days after Landlord
delivers  a  fully  executed  copy of this Lease to Tenant, Tenant's architect
may,  at  Tenant's  expense,  verify the rentable area contained in the Leased
Premises.    The term "rentable area" as used in this Lease means the rentable
area as determined by the most recent version of the BOMA (Building Owners and
Managers Association  International) American National  Standard.  If tenant's
verification  of the rentable area differs from the rentable area specified in
Paragraph  1.01,  then  the parties shall immediately execute "Confirmation of
Lease  Terms"  to  confirm the rentable area, the Base Rent, Tenant's Pro Rata
Share  and  other changes that are based on the rentable area of the Premises.

     2.          BASE  RENT.

     2.01      Tenant agrees to pay Landlord as base rent (Base Rent), without
notice,  demand,  deduction,  or  offset,  the monthly sum of $3507.75 for the
first  12  months,  in  advance  on  or before the first day of each and every
successive  calendar  month  during  the term hereof, except that last month's
deposit  shall  be  paid  upon  execution  hereof.    Credit will be given for
Tenant's  current  deposit.  The rent shall commence on the First day of July,
1997  (the  "Commencement  Date").   All payments to Landlord under this Lease
shall  be  paid  to  Landlord at the address for notice set forth in paragraph
32.15, or at such other address provided to Tenant by Landlord in writing from
time  to  time.

     2.02      Rent for any period which is for less than one month shall be a
prorated  portion  of  the  monthly rental based upon a thirty (30) day month.
Tenant  acknowledges  that late payment by Tenant to Landlord of rent or other
sums due hereunder will cause Landlord to incur certain costs not contemplated
by  this  Lease,  the  exact  amount of which would be extremely difficult and
impractical  to  ascertain.    Such  costs  include,  but  are not limited to,
processing  and  accounting  charges, and late charges which may be imposed on
Landlord  by  the  terms  of  any  trust  deed  covering  the Leased Premises.
Therefore,  in  the event Tenant shall fail to pay any installments of rent or
any  sum  due  hereunder  within  five (5) days after receiving notice of such
delinquency,  Tenant  shall  pay  to Landlord as additional rent a late charge
equal  to  TEN  percent (10%) of each such installment or other sum.  A $15.00
charge  will be paid by the Tenant to the Landlord for each returned check, in
addition  to  the  late  charge.

     2.03


     INTENTIONALLY  OMITTED
























     3.          PROJECT  OPERATING  COSTS.

     3.01(a)      In  order  that the Rent payable during the Term reflect any
increase in Project Operating Costs (described below), Tenant agrees to pay to
Landlord  as Rent, Tenant's Proportionate Share (defined in Paragraph 3.02) of
all  increases  in costs, expenses and obligations attributable to the Project
and  its  operation,  all  as  provided  below.

         (b)   If, during any Calendar year during the Term, Project Operating
Costs  exceed  the  Project  Operating  Costs  for  the  calandar  year of the
Occupancy,  Tenant  shall  pay  to  Landlord,  in
addition  to  the  Base  Rent and all of the payments due under this Lease, an
amount  equal to Tenant's Proportionate Share of such excess Project Operating
Costs  in  accordance  with  the  provisions  of  this  Paragraph  3.01(b).

         (c)      The  term  "Project Operating Costs" shall include all those
items  described  in  the  following  subparagraphs  (1)  and  (2).

               (1)   All taxes, assessments, water and sewer charges and other
similar  governmental  charges  levied  on  or attributable to the Building or
Project  as a whole or their operation, including without limitation, (i) real
property  taxes  or  assessments  levied  or  assessed against the Building or
Project as a whole, and (ii) assessments or charges levied or assessed against
the  Building or Project as a whole by any redevelopment agency; but excluding
any  tax  measured by gross rentals received from the leasing of the Premises,
Building  or  Project.

               (2)    Operating  costs incurred by Landlord in maintaining and
operating  the  Building  and  Project,  including  without  limitation  the
following:   costs of (i) utilities; (ii) supplies; (iii) insurance (including
public  liability, property damage, earthquake, and fire and extended coverage
insurance  for  the  full  replacement  costs  of  the Building and Project as
required  by  Landlord  or  its  lenders  for  the  Project;  (iv) services of
independent  contractors;  (v)  compensation  (including  employment taxes and
fringe  benefits)  of  all  persons  who  perform  duties  connected  with the
operation, maintenance, repair or overhaul of the Building or Project, and the
HVAC  system,  equipment,  improve  ments  and  facilities  located within the
Project,  including  without  limitation  engineers, janitors, painters, floor
waxers,  window  washers,  security  and  parking  personnel,  landscapers and
gardeners  (but  excluding persons performing services not uniformly available
to  or  performed  for  substantially  all  Building or Project tenants); (vi)
operation  and maintenance of a room for delivery and distribu tion of mail to
tenants  of  the  Building  or  Project as required by the U.S. Postal Service
(including,  without  limitation,  an  amount  equal to the fair market rental
value of the mail room premises); (vii) management of the Building or Project,
whether  managed  by Landlord or an independent contractor (including, without
limita tion, an amount equal to the fair market value of any on-site manager's
office,  but excluding any commission or fee for leasing or collecting rents);
(viii)  rental  expenses  for  (or  a  reasonable  depreciation  allowance on)
personal  property  used  in  the  main  tenance,  operation  or repair of the
Building or Project:  (ix) costs, expenditures or charges (whether capitalized
or  not)  required  by  any  governmental or quasi-governmental authority; (x)
amortization  of capital expenses (including financing costs) (1) required for
the  Building  as  a whole by a governmental entity for energy conservation or
life  safety  purposes,  or  (2)  made by Landlord to reduce Project Operating
Costs;  and  (xi)  any other costs or expenses incurred by Landlord under this
Lease  and  not  otherwise  reimbursed  by  tenants  of  the  Project.

               (3)    Project  Operating  Costs  shall  not  include  costs or
expenses  only  for  the  benefit  of  other  tenants.

          (d)          Tenant's Proportionate Share of Project Operating Costs
shall  be  payable  by  Tenant  to  Landlord  as  follows:

               (1)     Beginning with the second year of the term and for each
year thereafter ("Comparison Year"), Tenant shall pay Landlord an amount equal
to  Tenant's  Proportionate  Share  of the Project Operating Costs incurred by
Landlord  in  the  Comparison  Year  which exceeds the total amount of Project
Operating  Costs  payable  by  Landlord  for the first year of the term.  This
excess  is  referred  to  as  the  "Excess  Expenses."

               (2)         To provide for current payments of Excess Expenses,
Tenant  shall,  at  landlord's  request,  pay  as  additional rent during each
Comparison Year, an amount equal to Tenant's Proportionate Share of the Excess
Expenses  payable  during  such Comparison Year, as estimated by Landlord from
time to time.  Such payments shall be made in monthly installments, commencing
on  the  first day of the month following the month in which Landlord notifies
Tenant of the amount it is to pay hereunder and continuing until the first day
of  the  month following the month in which Landlord gives Tenant a new notice
of  estimated Excess Expenses.  It is the intention hereunder to estimate from
time  to  time  the amount of the Excess Expenses for each Comparison Year and
Tenant's  Proportionate  Share  thereof, and then to make an adjustment in the
following  year  based  on  the  actual  Excess  Expenses  incurred  for  that
Comparison  Year.

          (e)      On or before the 90th day of each Comparison Year after the
first  Comparison Year (or as soon thereafter as is practical), Landlord shall
deliver  to  Tenant  a statement setting forth Tenant's Proportionate Share of
the  Excess  Expenses  for  the  preceding  Comparison  Year.    If  Tenant's
Proportionate  Share of the actual Excess Expenses for the previous Comparison
Year  exceeds  the  total of the estimated monthly payments made by Tenant for
such  year,  Tenant shall pay Landlord the amount of the deficiency within ten
(10)  days  of  the  receipt of the statement.  If such total exceeds Tenant's
Proportionate  Share  of  the actual Excess Expenses for such Comparison Year,
then  Landlord  shall  credit  against  Tenant's  next  ensuing  monthly
installment(s)  of additional rent an amount equal to the difference until the
credit is exhausted.  If a credit is due from Landlord on the Expiration Date,
Landlord shall pay Tenant the amount of the credit.  The obligations of Tenant
and Landlord to make payments required under this Paragraph 3.01 shall survive
the  Expiration  Date.

          (f)          Tenant's  Proportionate Share of Excess Expenses in any
Comparison  Year  having  less than 365 days shall be appropriate ly prorated.

          (g)    If any dispute arises as to the amount of any additional rent
due  hereunder,  Tenant  shall  have  the right after reasonable notice and at
reasonable  times  to  inspect  Landlord's  accounting  records  at Landlord's
accounting  office  and,  if  after  such inspection Tenant still disputes the
amount of additional rent owed, Landlord and Tenant shall refer the dispute to
an  independent certified public accountant selected by them for certification
of  the  proper  amount.    Such  accountant's certification of the amount and
direction  as  to  the  allocation  between Landlord and Tenant of the cost of
certification  shall  be  final  and  conclusive.

     3.02              Tenant's Proportionate share shall be 2.78%, the usable
area of the Leased Premises divided by the useable area of the Building, times
100,  computed  as  follows:

     Premises  Usable  Area:            _1325___  =  .0      x  100  =  2.78%
     Building  Usable  Area:          47,692  sq.  ft.

     3.03             All costs and expenses which Tenant assumes or agrees to
pay  to  Landlord  under  this  Lease  shall be deemed additional rent (which,
together  with  the  Base  Rent, is sometimes referred to as the "Rent").  The
Rent  shall  be  paid  to  the  Building manager (or other person) and at such
place,  as  Landlord  may  from time to time designate in writing, without any
prior  demand therefor and without deduction or offset, in lawful money of the
United  States  of  America.

     3.04          In addition to the Rent and any other charges to be paid by
Tenant  hereunder, Tenant shall reimburse Landlord upon demand for any and all
taxes  payable  by  Landlord  (other  than  net  income  taxes)  which are not
otherwise  reimbursable  under  this  Lease,  whether  or not now customary or
within  the  contemplation of the parties, where such taxes are upon, measured
by  or reasonably attributable to (a) the cost or value of Tenant's equipment,
furniture,  fixtures  and  other personal property located in the Premises, or
the  cost or value of any leasehold improvements made in or to the Premises by
or  for  Tenant,  other  than  standard  tenant improvements made by Landlord,
regardless  of  whether  title  to  such  improvements  is  held  by Tenant or
Landlord;  (b)  the  gross  or  net  Rent payable under this Lease, including,
without  limitation,  any  rental  or  gross receipts tax levied by any taxing
authority  with  respect  to  the  receipt  of  the  Rent  hereunder;  (c) the
possession,  leasing,  operation, management, maintenance, alteration, repair,
use or occupancy by Tenant of the Premises or any portion thereof; or (d) this
transaction  or  any  document  to  which  Tenant  is  a  party  creating  or
transferring an interest or an estate in the Premises.  If it becomes unlawful
for  Tenant  to reimburse Landlord for any costs as required under this Lease,
the  Base  Rent  shall  be  revised  to  net  Landlord the same net Rent after
imposition of any tax or other charge upon Landlord as would have been payable
to  Landlord  but  for  the  reimbursement  being  unlawful.

     3.05           Landlord agrees to operate the Project in a prudent manner
with  a  view  to  controlling  costs  in  a  manner consistent with the sound
operation  of  the  Project.

     4.          CONDITION OF THE PREMISES.  Tenant's taking possession of the
Premises  shall  be  deemed  conclusive evidence that as of the date of taking
possession  the  Premises are in good order and satisfactory condition, except
for  such matters as to which Tenant gave Landlord written notice on or before
the  Commencement  Date.   No promise of Landlord to alter, remodel, repair or
improve  the  Premises  or  the  Building  and  no  representation, express or
implied,  respecting  any matter or thing relating to the Premises or Building
or this Lease (including, without limitation, the condition of the Premises or
the  Building)  have  been  made  to Tenant by Landlord or its Broker or Sales
Agent,  other  than  as  may  be  contained herein or in a separate exhibit or
addendum  signed  by  Landlord  and  Tenant.

     5.          TERM.

     5.01           The lease term shall commence on the Commencement Date and
shall  be  for  a  period  of  12  months  (one  year)  ending  June 30, 1998.

     6.         USE OF PREMISES.  The Leased Premises may be used and occupied
only  for  offices  and  for no other purpose without Landlord's prior written
consent.    Landlord  does  not represent nor warrant that the premises can be
used  for  such  purpose, as it is incumbent upon Tenant to ascertain from the
proper  governmental  authorities  whether or not the premises can be used for
Tenant's  intended  use.    Tenant  shall  promptly  comply  with  all  laws,
ordinances,  orders  and  regulations  affecting the Leased Premises and their
cleanliness,  safety,  occupation and use.  Tenant shall not commit, or suffer
to be committed, any waste on the Premises, nor shall Tenant maintain, commit,
or  permit  the  maintenance  or  commission  of  any  nuisance, as defined in
California  Civil  Code  Section  3479, on the Premises.  This provision shall
specifically  preclude  the  storage  in  or on the Premises, or release in or
about  the Premises, of hazardous materials as that term is defined in Federal
and  California  laws,  statutes,  rules  and  regulations.

     7.       UTILITIES INTERRUPTION.  Landlord shall not be liable in damages
or  otherwise  for  any failure or interruption of any utility service, and no
such  failure  or interruption shall entitle Tenant to terminate this Lease or
abate  the  rent  and  other  charges.

     8.          ALTERATIONS,  MECHANICS  LIENS.

     8.01           Alterations may not be made to the Leased Premises without
the  prior  written  consent  of  Landlord  and  any alterations of the Leased
Premises  except  movable  furniture  and  trade  fixtures shall at Landlord's
option  become  part  of  the  realty  and  belong  to  the  Landlord.

     9.          FIRE  INSURANCE  HAZARDS.

     9.01           No use shall be made or permitted to be made of the Leased
Premises,  nor  acts  done, which will increase the existing rate of insurance
upon  the  Building or cause the cancellation of any insurance policy covering
the  Building,  or  any  part  thereof, nor shall Tenant sell, or permit to be
kept,  used or sold, in or about the Leased Premises, any article which may be
prohibited  by the standard form of fire insurance policies.  Tenant shall, at
its  sole cost and expense, comply with any and all requirements pertaining to
the  Leased  Premises  of any insurance organization or company, necessary for
the  maintenance  of  reasonable fire and public liability insurance, covering
the  Leased Premises, or the Building of which it is a part.  Tenant agrees to
pay to Landlord as additional rent, any increase in premiums on policies which
may  be  carried  by  Landlord  on the Leased Premises covering damages to the
Building  and  loss of rent caused by fire and the perils normally included in
extended  coverage  above  the rates for the least hazardous type of occupancy
for  industrial,  warehousing,  office  and  distribution  operations.

     9.02             Tenant shall maintain in full force and effect on all of
its fixtures and equipment in the Leased Premises a policy or policies of fire
and extended coverage insurance with malicious mischief and theft endorsements
to  the  extent  of  at  least  eighty percent (80%) of their insurable value.
During the term of this Lease the proceeds from any such policy or policies of
insurance  shall  be  used  for  the repair or replacement of the fixtures and
equipment  so  insured.  Landlord shall have no interest in the insurance upon
Tenant's equipment ad fixtures and will sign all documents necessary or proper
in  connection  with  the settlement of any claim or loss by Tenant.  Landlord
will  not  carry  insurance  on  Tenant's  possessions,  nor  on any leasehold
improvements made by Tenant.  Tenant shall furnish Landlord with a certificate
of  such  policy within thirty (30) days of the commencement of this Lease and
whenever required shall satisfy Landlord that such policy is in full force and
effect.

     10.        LIABILITY INSURANCE.  Tenant, commencing upon Tenant's initial
entry  into  the premises, at its own expense, shall provide and keep in force
with  companies  acceptable  to  Landlord  public  liability insurance for the
benefit of Landlord and Tenant jointly against liability for bodily injury and
property  damage  in  the  amount  of  not  less  than  One  Million  Dollars
($1,000,000) in respect to injuries to or death of one person and in an amount
of not less than Two Million Dollars ($2,000,000) in respect to injuries to or
death  of more than one person in any one occurrence, and in the amount of not
less  than Four Hundred Ninety-Five Thousand Dollars ($495,000) per occurrence
in  respect to damage to property, such limits to be in any greater amounts as
may  be  reasonably  indicated  by  circumstances  from time to time existing.
Tenant shall upon occupancy furnish Landlord with a certificate of such policy
and whenever required shall satisfy Landlord that such policy is in full force
and  effect.    Such  policy  shall name Landlord as an additional insured and
shall  be primary and non-contributing with any insurance carried by Landlord.
The  policy  shall  further  provide  that it shall not be canceled or altered
without  twenty  (20)  days'  prior  written  notice  to  Landlord.  Insurance
required  hereunder  shall  be in companies rated A+, AAA or better in "Best's
Insurance  Guide."

     11.          INDEMNIFICATION  BY  TENANT.

     11.01     This Lease is made on the express condition that Landlord shall
not  be  liable  for  or suffer loss by reason of injury to person or property
from  any  cause (excluding Landlord's negligent act or omission and excluding
any  environmental matters not caused by Tenant) in any way connected with the
condition or use of the Leased Premises or the installation or construction of
improvements  or  personal  property therein, including without limitation any
liability  for  injury  to  the  person  or  property  of  Tenant, its agents,
officers, employees or invitees.  Tenant agrees to indemnify Landlord and hold
it  harmless  from any and all liability, loss, cost, or obligation on account
of,  or  arising  out  of,  any  such  injury  or  loss.

     11.02          In  case any action, suit or proceeding is brought against
Landlord  by reason of any such occurrence, under the paragraph above, Tenant,
upon  Landlord's  request,  will  at  Tenant's expense, resist and defend such
action,  suit  or proceeding, or cause the same to be resisted and defended by
counsel  designated  by  the  insurer whose policy covers the occurrence or by
counsel  designated  by  Tenant  and approved by Landlord.  The obligations of
Tenant  under  this  section  arising by reason of any occurrence taking place
during  the  Lease  Term  shall  survive  any  termination  of  this  Lease.

     12.          REPAIRS.

     12.01          Tenant  shall, at Tenant's sole cost and expense, keep the
Premises  and  every  part  thereof  in  good  condition and repair (except as
hereinafter provided with respect to Landlord's obligations) including without
limitation,  the maintenance, replacement and repair of any storefront, doors,
window  casements  and  glazing.   Tenant shall, upon the expiration or sooner
termina  tion  of  this  Lease  hereof,  surrender  the Leased Premises to the
Landlord  in  good  condition,  broom clean, ordinary wear and tear and damage
from  causes  beyond the reasonable control of Tenant excepted.  Any damage to
adjacent  premises caused by Tenant's use of the Premises shall be repaired at
the  sole  cost  and  expense  of  Tenant.

     12.02      Notwithstanding the Provisions of Paragraph 12.01 hereinabove,
Landlord  shall  repair  and  maintain  the  structural portions of the Leased
Premises,  including  the exterior walls and roof, plumbing, pipes, electrical
wiring and conduits, unless such maintenance and repairs are caused in part or
in whole by the act, neglect, fault or omission of any duty by the Tenant, its
agents,  servants,  employees,  invitees, or any damage caused by breaking and
entering,  in  which  case Tenant shall pay to Landlord the reasonable cost of
such  maintenance  and repairs.  All costs and expenses of Landlord under this
Paragraph  12.02  shall  be  Project  Operating  Costs  under  Paragraph 3.01.
Landlord  shall  not  be liable for any failure to make any such repairs or to
perform  any maintenance unless such failure shall persist for an unreasonable
time  after written notice of the need of such repairs or maintenance is given
to  Landlord  by Tenant.  Except as provided in Article 16 hereof, 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 Leased
Premises  or  building  of  which  the Leased Premises are a part, or in or to
fixtures,  appurtenances  and  equipment  therein.  Tenant waives the right to
make  repairs at Landlord's expense under any law, statute or ordinance now or
hereafter  in  effect.

     13.         PARKING AND COMMON AREAS.  Tenant, for the use and benefit of
Tenant, its agents, employees, customers, licensees and subtenants, shall have
the  non-exclusive right in common with Landlord, and other present and future
owners,  tenants  and  their  agents,  employees,  customers,  licensees  and
subtenants,  to  use  the  Common  areas  and  parking  garage adjacent to the
building  during  the  entire  term of this Lease, for ingress and egress, and
automobile  parking.

     14.      SIGNS.  The Tenant shall obtain Landlord's approval before signs
are  placed  on  the  exterior  and/or  interior  of  the  Building.

     15.       ENTRY BY LANDLORD.  Tenant shall permit Landlord and Landlord's
agents  to  enter the Leased Premises after business hours on weekdays, and on
weekends,  for  the  purpose  of  inspecting  the  same  or for the purpose of
maintaining  the  Leased  Premises  or adjacent premises or for the purpose of
making  repairs,  altera  tions, or additions to any portion of same including
the  erection and maintenance of such scaffolding, canopies, fences, and props
as  may  be  required,  or  for  the  purpose  of  posting  notices  of  non-
responsibility  for  alterations,  additions, or repairs without any rebate of
rent  and  without any liability to Tenant for any loss of occupation or quiet
enjoyment  of  the  Leased  Premises  thereby  occasioned.    For  each of the
aforesaid  purposes,  Landlord  shall  at all times have and retain a key with
which  to  unlock  all  of  the  doors in, upon and about the Leased Premises,
excluding  Tenant's  vaults and safes.  The tenant shall not alter any lock or
install  a  new  or  additional  lock  or  any  bolt on any door of the Leased
Premises  without  prior  written  consent of the Landlord.  If Landlord shall
give  its  consent,  the Tenant shall in each case furnish the Landlord with a
key  for  any  such  lock.

     16.          DESTRUCTION  OR  DAMAGE.

     16.01        If the Premises or the portion of the Building necessary for
Tenant's occupancy is damaged by fire, earthquake, act of God, the elements or
other  casualty,  Landlord  shall,  subject to the provisions of this Article,
promptly  repair  the  damage,  if such repairs can, in Landlord's opinion, be
completed within (90) ninety days.  If Landlord determines that repairs can be
completed  within  ninety (90) days, this Lease shall remain in full force and
effect,  except  that  if  such  damage is not the result of the negligence or
willful  misconduct  of  Tenant  or  Tenant's  agents, employees, contractors,
licensees  or  invitees,  the Base Rent shall be abated to the extent Tenant's
use  of  the  Premises  is  impaired,  commencing  with the date of damage and
continuing  until  completion  of  the  repairs  required  of  Landlord  under
Paragraph  16.04.

     16.02.          If in Landlord's opinion, such repairs to the Premises or
portion  of  the Building necessary for Tenant's occupancy cannot be completed
within  ninety  (90)  days,  Landlord  shall  notify Tenant of that opinion in
writing within thirty (30) days after the date of such fire or other casualty.
In  such event, Landlord and Tenant may each terminate this Lease unilaterally
by giving the other party written notice of such termination within 15 days of
the  effective  date  of  the  notice  described  above,  and this Lease shall
terminate  as of the date of such fire or casualty.  If neither party notifies
the  other  of  such  termination, this Lease shall continue in full force and
effect,  but  the Base Rent shall be partially abated as provided in Paragraph
16.01.

     16.03(a)       If any other portion of the Building or Project is totally
destroyed  or  damaged to the extent that in Landlord's opinion repair thereof
cannot be completed within ninety (90) days, Landlord may elect upon notice to
Tenant  given  within  thirty  (30)  days after the date of such fire or other
casualty,  to  repair such damage, in which event this Lease shall continue in
full force and effect, but the Base Rent shall be partially abated as provided
in  Paragraph  16.01.    If Landlord does not elect to make such repairs, this
Lease  shall  terminate  as  of  the  date  of  such  fire  or other casualty.

     16.03(b)          If any other such portion of the Building or Project is
totally  destroyed  or damaged to the extent that in Landlord's opinion repair
thereof  cannot  be  completed  within ninety (90) days, and Tenant's business
operations  are  substantially  and  adversely  impacted  by  such damage, and
Landlord  elects  to repair such damage, then, nevertheless, Tenant shall have
the  right  to  terminate  this Lease if the substantial adverse impact is not
cured by Landlord within one hundred fifty (150) days of the date of such fire
or  casualty.    Tenant  shall exercise this right by giving written notice to
Landlord  no  later  than  one hundred fifty-five (155) days after the date of
such  fire  or  casualty.

     16.04     If the Premises are to be repaired under this Article, Landlord
shall  repair  at  its  cost any injury or damage to the Building and standard
tenant  improvements in the Premises.  Tenant shall be responsible at its sole
cost  and  expense  for  the  repair, restoration and replacement of any other
Leasehold  improvements  and  Tenant's Property.  Landlord shall not be liable
for  any  loss of business, inconvenience or annoyance arising from any repair
or  restoration  of any portion of the Premises or Building as a result of any
damage  from  fire  or  other  casualty.

     16.05       This Lease shall be considered an express agreement governing
any  case  of  damage to or destruction of the Premises or Building by fire or
other  casualty,  and  any  present or future law which purports to govern the
rights  of Landlord and Tenant in such circumstances in the absence of express
agreement,  shall  have  no  application.   The opinions and determinations of
Landlord  under  this  Section  16  shall  be  reasonable.

     17.      ASSIGNMENT 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 Leased
Premises  or  any part thereof, or any right or privilege appurtenant thereto,
or  allow  any  other  person (the employees, agents, servants and invitees or
Tenant excepted) to occupy or use the Leased Premises, or any portion thereof,
without  the written consent of Landlord first had and obtained, which consent
shall  not be unreasonably withheld.  A consent to one assignment, subletting,
occupation  or  use by any other person shall not be deemed to be a consent to
any  subsequent  assignment, subletting, occupation or use by another persona.
Consent  to  any such assignment or subletting shall not relieve Tenant of any
liability  under  this  Lease.  Any such assignment or subletting without such
consent  shall be void, and shall, at the option of the Landlord, constitute a
default  under  the  terms  of  this  Lease.

          In the event that Landlord shall consent to a sublease or assignment
hereunder,  Tenant  shall  pay  Landlord  reasonable  fees,  not to exceed One
Thousand  Dollars  ($1,000.00),  incurred in connection with the processing of
documents  necessary to giving of such consent and assumption by the assignee.

     18.          TENANT'S  DEFAULT.  The occurrence of any one or more of the
following  events  shall  constitute  a  default  and  breach of this Lease by
Tenant:

          A.          The  vacating  or abandonment of the Premises by Tenant.

          B.          The failure by Tenant to make any payment or rent or any
other  payment  required  to  be  made  by  Tenant hereunder, as and when due.

          C.          The  failure  by Tenant to observe or perform any of the
covenants,  conditions or provisions of this Lease to be observed or performed
by  the  Tenant,  other  than  described in B, above, where such failure shall
continue  for  a  period  of fifteen (15) days after written notice thereof by
Landlord  to Tenant; provided, however, that if the nature of Tenant's default
is such that more than fifteen (15) days are reasonably required for its cure,
then Tenant shall not be deemed to be in default if Tenant commences such cure
within said fifteen (15) days period and thereafter diligently prosecutes such
cure  to  completion.

          D.         The making by Tenant of any general assignment or general
arrangement  for  the benefit of creditors; or the filing by or against Tenant
of  a  petition  to  have  Tenant  adjudged  a  bankrupt,  or  a  petition  or
reorganization or arrangement under any law relating to bankruptcy (unless, in
the  case  of  a  petition  filed against Tenant, the same is dismissed within
sixty  (60)  days);  or  the  appointment  of  a trustee or a receiver to take
possession  of substantially all of Tenant's assets located at the Premises or
of Tenant's interest in this Lease, where possession is not restored to Tenant
within  thirty  (30)  days;  or  the  attachment,  execution or other judicial
seizure of substantially all of Tenant's assets located at the Leased Premises
or of Tenant's interest in this Lease, where such seizure is not discharged in
thirty  (30)  days.

     19.      REMEDIES ON DEFAULT.  In the event of any such 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:

          A.     Terminate Tenant's right to possession of the Premises by any
lawful  means,  in  which  case  this  Lease  shall terminate 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, but not limited to:  the
cost  of  recovering  possession  of  the  Premises;  expenses  of  reletting,
including  necessary  renovation  and  alteration  of the Premises; reasonable
attorney's  fees;  the  worth  at  the  time  of  award  by  the  court having
jurisdiction  thereof of the amount by which the unpaid rent and other charges
and  adjustments  called for herein for the balance of the term after the time
of  such award exceeds the amount of such loss for the same period that Tenant
proves could be reasonably avoided; and that portion of any leasing commission
paid  by  Landlord and applicable to the unexpired term of this Lease.  Unpaid
installments  of  rent  or other sums shall bear interest from the date due at
the  rate  of ten percent (10%) per annum.  "Worth" as used in this provision,
is  computed  by  discounting  the  total  at the discount rate of the Federal
Reserve  Bank of San Francisco at the time of the judgment, or award, plus one
percent  (1%).

          B.         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  rent  and  any  other  charges and adjustments as may become due
hereunder;  or

          C.          Pursue  any  other  remedy now or hereafter available to
Landlord  under  the  laws  or  judicial  decisions  of the State in which the
Premises  are  located.

     20.       LANDLORD'S RIGHT TO CURE DEFAULTS.  Landlord may, but shall not
be  obligated  to,  cure,  any  anytime, without notice, any default by Tenant
under  this  Lease;  and  whenever  Landlord so elects, all costs and expenses
incurred  by  Landlord including without limitation reasonable attorney's fees
and  expenses,  together  with interest on the amount of costs and expenses so
incurred  at  the maximum legal rate then in effect in the State of California
shall  be  paid  by  Tenant  to  Landlord  on  demand.

     21.         DEFAULT BY LANDLORD.  Landlord shall not be in default unless
Landlord  or  the  beneficiary  under  any  deed  of  trust  fails  to perform
obligations  required  of  Landlord  within a reasonable time, but in no event
later  than thirty (30) days after written notice by Tenant to Landlord and to
the  beneficiary  of  any  deed  of trust covering the Premises whose name and
address shall have theretofore been furnished to Tenant in writing, specifying
wherein  Landlord  has  failed  to perform such obligation; provided, however,
that if the nature of Landlord's obligation is such that more than thirty (30)
days  are  required  for performance, then Landlord shall not be in default if
Landlord or said beneficiary commences performance within such thirty (30) day
period  and  thereafter  diligently  prosecutes the same to completion.  In no
event  shall  Tenant  have  the  right  to terminate this Lease as a result of
Landlord's default and Tenant's remedies shall be limited to damages and/or an
injunction.

     22.        ATTORNEY'S FEES/COLLECTION CHARGES.  In the event of any legal
action  or  proceeding  between the parties hereto, reasonable attorney's fees
and  expenses  of the prevailing party in any such action or proceeding may be
added  to  the  judgment  therein,  including  attorney's  fees on appeal.  In
addition  to  the  charges  provided  for  above, Tenant shall pay a charge of
$25.00  to  Landlord  for  preparation  of  each  demand  for delinquent rent.

     23.      SURRENDER OF LEASE NOT MERGER.  The voluntary or other surrender
of  this  Lease  by Tenant, or a mutual cancellation thereof, shall not work a
merger,  and  shall,  at  the option of Landlord terminate all or any existing
subleases, and/or subtenan cies, or may, at the option of Landlord, operate as
an  assignment  to  it  of  any  or  all  of  such  subleases or subtenancies.

     24.          CONDEMNATION.      If any part of the Leased Premises or the
building  of  which  it  is  a  part, or the Center or parking or common areas
therein,  shall be taken or condemned for a public or quasi- public use, and a
part  thereof  remains  which  is  reasonably  suitable  for Tenant's purposes
hereunder, this Lease shall, as to the part so taken, terminate as of the date
title  shall  vest  in  the condemnor, and the rent payable hereunder shall be
equitably adjusted.  If all the Leased Premises, or such part thereof be taken
or  condemned  so that there does not remain a portion reasonably suitable for
Tenant's  purposes  hereunder,  this  Lease  shall  thereupon  terminate.

     25.         WAIVER.     The waiver by Landlord of any breach of any term,
covenant,  or condition herein contained shall not be deemed to be a waiver of
such  term, covenant, or condition or any subsequent breach of the same or any
other  term,  covenant,  or  condition  herein  contained.    The  subsequent
acceptance of rent hereunder by Landlord shall not be deemed to be a waiver of
any  preceding  breach  by  Tenant of any term, covenant, or condition of this
Lease,  other  than  the  failure  of  Tenant  to pay the particular rental so
accepted,  regardless  of Landlord's knowledge of such preceding breach at the
time  of  acceptance  of  such  rent.

     26.     EFFECT OF HOLDING OVER.     If Tenant should remain in possession
of  the  Leased  Premises  after  the expiration of the Lease Term and without
executing  a new Lease, then such holding over shall be construed as a tenancy
from  month-to-month,  subject  to  all  the  conditions,  provisions,  and
obligations  of  this  Lease  insofar  as  the  same  are  applicable  to  a
month-to-month  tenancy;  provided,  however,  that  Base Rent during any such
holding over shall be 150% of the Base Rent in effect immediately prior to the
expiration  of  the  Lease  term.

     27.     TENANT'S STATEMENT.     Tenant shall at any time and from time to
time  upon  not  less  than  five  (5) 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, and (b) acknowledging
that there are not, to Tenant's knowledge, any uncured defaults on the part of
the  Landlord  hereunder,  or specifying such defaults if any are claimed, and
(c) setting forth the date of commencement of rents and expiration of the term
hereof.  Any such statement may be relied upon by any prospective purchaser or
encumbrancer  of all or any portion of the real property of which the Premises
are  a  part.

     28.     TENANT'S FINANCIAL INFORMATION.     Tenant shall promptly furnish
to  Landlord,  from  time  to  time,  financial statements and annual reports,
reflecting  Tenant's  current  financial  condition,  whenever  requested  by
Landlord.


     29.       RELATIONSHIP OF THE PARTIES.     Nothing contained herein shall
be  deemed  or  construed  by  the  parties  hereto nor by any third party, as
creating the relationship of principal and agent or of partnership or of joint
venture  between  the  parties  hereto,  it  being  understood and agreed that
neither  the  method  of computation of rent nor any other provision contained
herein,  nor  any  acts  of  the parties hereto, shall be deemed to create any
relationship  other  than  Landlord  and  Tenant.

     30.        RULES AND REGULATIONS.     Tenant shall faithfully observe and
comply with all reasonable rules and regulations that Landlord shall from time
to time promulgate and/or modify (see Exhibit "C" attached hereto).  The rules
and  regulations  shall  be binding upon the Tenant upon delivery of a copy of
them  to  Tenant.    Landlord  shall  not  be  responsible  to  Tenant for the
nonperformance  of  any  said  rules  and  regulations by any other tenants or
occupants.    Said  rules may include (1) the restricting of employee parking,
and  (2)  regulation  of  waste  removal.

     31.          GENERAL  PROVISIONS.

     31.01         Plats and Riders.  Clauses, plats, riders and addendums, if
any,  affixed  to  this  Lease  are  a  part  hereof.

     31.02       Venue.  Landlord will execute this Lease and will receive the
rent  and  other payments at Landlord's office.  Therefore the county in which
Landlord's  office  is  located is hereby deemed to be a proper place of venue
for  transitory  actions.

     31.03     Marginal Headings.  The marginal headings and article titles to
the  articles  of  this  Lease  are not a part of this Lease and shall have no
effect  upon  the  construction  or  interpreta  tion  of  any  part  hereof.

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

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

     31.06.        Recordation.  Neither Landlord nor Tenant shall record this
Lease,  but  a  short form memorandum hereof may be recorded at the request of
the  Landlord.

     31.07.          Quiet  Possession.   Upon Tenant paying the rent reserved
hereunder  and  observing  and performing all of the covenants, conditions and
provisions  on  Tenant's  part  to be observed and performed hereunder, Tenant
shall  have  quiet  posses  sion  of  the Premises for the entire term hereof,
subject  to  all  the  provisions  of  this  Lease.

     31.08.       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 understand ing pertaining to any such matter
shall be effective for any purpose.  No provision of this Lease may be amended
or  added to except by an agreement in writing signed by the parties hereto or
their respective successors in interest.  This Lease shall not be effective or
binding  on  any  party  until  fully  executed  by  both  parties  hereto.

     31.09.      Inability to Perform.  This lease and the obliga tions of the
Tenant  hereunder  shall  not  be affected or impaired because the Landlord is
unable  to fulfill any of its obligations hereunder or is delayed in doing so,
if such inability or delay is caused by reason of strike, labor troubles, acts
of  God,  or  any  other  cause beyond the reasonable control of the Landlord.

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

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

     31.12.        Choice of Law.  This Lease shall be governed by the laws of
the  State  of  California.

     31.13.     Sale of Premises by Landlord.  In the event of any sale of the
Premises  by  Landlord,  Landlord  shall  be  and is hereby entirely freed and
relieved  of  all liability under any and all of its covenants and obligations
contained  in or derived from this Lease arising out of any act, occurrence or
omission  occurring  after  the  consummation  of  such  sale; but only if the
purchaser  at  such  sale  or  any  subsequent sale of the Premises shall have
assumed  and agreed to carry out any and all of the covenants and obliga tions
of  the  Landlord  under  this  Lease.

     31.14.          Subordination, Attornment.  Upon request of the Landlord,
Tenant  will  in  writing  subordinate its rights hereunder to the lien of any
mortgage,  or  deed  of  trust, to any bank, insurance company or other lender
(including the Building owner and its successors and assigns) now or hereafter
in  force  against  the  premises, and to all advances made or hereafter to be
made  upon  the  security  thereof,  provided that such company or institution
agrees  to  honor this Lease for the full term hereof so long as Tenant is not
in  default  hereunder.

     In the event any proceedings are brought for foreclosure, or in the event
of  the exercise of the power of sale under any mortgage or deed of trust made
by  the  Landlord  covering  the  Premises,  the  Tenant  shall  attorn to the
purchaser  upon  any  such foreclosure or sale and recognize such purchaser as
the  Landlord  under  this  Lease.

     31.15.     Notices.  All notices and demands which may be or are required
or  permitted  to  be given by either party on the other hereunder shall be in
writing.   All notices and demands by the Landlord to the Tenant shall be sent
by  United  States  Mail,  postage  prepaid,  addressed  to  the Tenant at the
Premises, and to the address hereinbelow, or to such other place as Tenant may
from  time  to  time  designate  in a notice to the Landlord.  All notices and
demands  by  the  Tenant  to the Landlord shall be sent by United States Mail,
postage  prepaid,  addressed  to the Landlord at the address set forth herein,
and  to  such  other  person  or  place  as the Landlord may from time to time
designate  in  a  notice  to  the  Tenant.

     To  Landlord  at:                  NINE  C  CORPORATION
                                        P.O.  Box  5764
                                        Redwood  City,  CA    94063

     To  Tenant  at:                    J.B.Richter  DBA  Capital  Resources
                                        900  Veterans  Blvd.  #240
                                        Redwood  City,  CA    94063

     32.         SERVICES TO PREMISES.  Notwithstanding anything herein to the
contrary,  the Landlord shall provide water, power, heating, air conditioning,
janitorial  and  other  services,  including  but not limited to floor waxing,
trash  removal, window washing and all facilities regarding maintenance of the
exterior  of  the  building,  including  gardening,  subject  to  payment  or
reimbursement  by  Tenant  as  provided  herein.

          Exhibit  "B"  hereto  more  completely  sets  forth  the  types  and
frequency  of  service  and  the  minimum  acceptable service standard levels.

     33.        VALIDITY OF LEASE.     The Lease shall be effective only after
Tenant  has  received  a  fully  executed  copy  of  this Lease from Landlord.

     34.    TOXIC/HAZARDOUS MATERIALS CONSIDERATION.  Upon request Lessor will
make  available a Toxic Report that shows Benzene under the garage area.  This
is  being  monitored  by  the  County  Health Department at this time.  Lessor
believes  it  does  not  present  a  hazard.











































     THE  PARTIES  HAVE  EXECUTED THIS LEASE THE DATE AND YEAR SET BELOW THEIR
SIGNATURE:


LANDLORD                                          TENANT

NINE-C  CORPORATION                               J.  B.  Richter
                                      Capital  Resources




By:/S/ JAMES E. BURNEY                   By:/S/ JEROME B. RICHTER
   ----------------------------             ----------------------------
     James  E.  Burney                          Jerome B. Richter


Title:    President                      Title:  Principal


Date: 5/22/97                       Date: 5/22/97
     ----------------------------        ----------------------------


                                         By:/S/ J.B. RICHTER
                                            ----------------------------
                                            J.B.Richter,  an  individual