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                                 LEASE AGREEMENT

     This is a LEASE AGREEMENT (the  "Agreement"),  dated August 4, 1998, by and
between Community Clinical Laboratories,  Inc. (the "Lessor"), James L. McKeown,
Sr. (the "Landlord") and Medical Technology Laboratories, Inc. (the "Lessee").

                                   Background

     The Lessor is the owner of  certain  assets  that are used in the  Lessor's
clinical laboratory business. The Landlord is the owner of certain real property
that is used by the  Lessor in its  clinical  laboratory  business.  The  Lessor
wishes to lease certain assets to the Lessee.  The Landlord  wishes to lease his
real  property  to the Lessee.  The Lessee is a provider of clinical  laboratory
services  and wishes to lease  certain  assets from the Lessor and certain  real
property  from  the  Landlord.  Accordingly,  in  consideration  of  the  mutual
covenants and agreements set forth below, the parties agree as follows:


                                      Terms

     1. Lease of Assets and Real Property.  The Lessor and the Landlord lease or
sublease to the Lessee,  and the Lessee leases or subleases  from the Lessor and
the  Landlord,  upon and subject to the terms and  conditions  set forth in this
Agreement:

          (a) The Lessor's customer lists listed on Schedule 1(a);

          (b) The Lessor's laboratory testing equipment listed on Schedule 1(b);

          (c) The Lessor's assets listed on Schedule 1(c);

          (d) The Lessors assets listed on Schedule 1(d); and

          (e) The Landlord's real property described on Schedule 1(e).

The assets described in this Section are  collectively  called the "Assets." The
real property described on Schedule 1(e) is called the "Building."

     2.  Assets  Not  Leased.  The Lessee  shall not lease any of the  following
Assets from the Lessor:

          (a) Medicare provider number or agreement;

          (b) Medicaid provider number or agreement;

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          (c) Clinical laboratory licenses;

          (d) Any third-party payor provider numbers or agreements;

          (e) Any provider network agreements;

          (f) Any contracts or agreements with any physicians; or

          (g) Any equipment leased, purchased or owned by any physician.

The assets described in this Section are  collectively  called the "Not Acquired
Assets."

     3.  Term.  The term of this  Agreement  shall  commence  on the  date  this
Agreement  is  executed  and will  terminate  on the  closing  date of the Asset
Acquisition Agreement (the "Acquisition  Agreement") entered into by the parties
simultaneously with the execution of this Agreement.

     4. Rent. For the specified term, the Lessee shall pay to the Lessor and the
Landlord rent as set forth in Schedule 4 to this  Agreement.  The Lessee has the
option,  in its sole discretion,  to make rent payments directly to the owner of
the Assets or to the Lessor's creditors or lessors. In the event that the Lessee
makes  any  payment  directly  to the  owner of the  assets  or to the  Lessee's
creditors or lessors,  the amount of such payment  shall be credited  toward any
future quarterly  payments required to be paid pursuant to this Agreement or the
Acquisition  Agreement.  In addition,  the Lessee agrees that, if all or part of
the rent is required to be paid into escrow by any governmental  authority,  the
amount of such payment into escrow shall be credited toward any future quarterly
payments  required to be paid  pursuant  to this  Agreement  or the  Acquisition
Agreement.

     5. Title and  Ownership.  The Assets are,  and shall  remain,  the personal
property of the Lessor.  The Building is, and shall remain, the real property of
the  Landlord.  The Lessor  grants no interest in the Assets except as expressly
set forth in this  Agreement.  The  Landlord  grants no interest in the Building
except as  expressly  set forth in this  Agreement.  The Lessee shall not lease,
sublease,  mortgage,  grant a security  interest in or  otherwise  encumber  the
Assets or the Building or any part thereof.

     6.  Compliance  with Building  Code  Regulations.  The Landlord  shall take
whatever  measures are necessary to bring the Building into  compliance with all
building code regulations of any governmental  entity.  Should the Landlord fail
to bring the Building into  compliance with all building code  regulations,  the
Lessee may take the necessary action to bring the Building into compliance.  All
cash  payments  made by the Lessee to bring the Building  into  compliance  with
building code regulations shall be credited toward any future quarterly payments
required to be paid pursuant to this Agreement or the Acquisition Agreement.

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     7.  Alterations.  Without  the prior  written  consent of the Lessor or the
Landlord,  the Lessee  shall not make any  material  alterations,  additions  or
improvements of any kind to the Assets or the Building.

     8. Insurance. The Lessee shall keep the Assets insured against all risks of
loss  or  damage  from  every  cause  whatsoever  for not  less  than  the  full
replacement  value thereof and shall carry public  liability and property damage
insurance  covering the Assets and their use.  Should the Lessee fail to provide
such insurance  coverage,  the Lessor may obtain coverage for part or all of the
term of this  Agreement,  or such  period  beyond the term as is required by the
insurance company issuing such coverage.  The proceeds of any insurance,  at the
option of the Lessee, provided it is not in default under this Agreement,  shall
be applied to: (i) the  replacement,  restoration,  or repair of the Assets;  or
(ii)  payment of the  obligations  of the Lessee.  The  Landlord  shall keep the
Building insured against all risks of loss or damage from every cause whatsoever
for not less than the full replacement  value thereof.  Should the Landlord fail
to provide such insurance  coverage,  the Lessee may obtain coverage for part or
all of the term of this Agreement, or such period beyond the term as is required
by the insurance company issuing such coverage.

     9.  Indemnification.  The  Landlord  will  indemnify  and hold  the  Lessee
harmless  from  and  against  any  and  all  losses,  expenses  and  liabilities
(including  attorneys' fees and expenses at all levels of  proceedings)  arising
out of or  resulting  from  the  Building.  This  indemnity  shall  survive  the
termination or expiration of the Agreement.

     10. Surrender.  Upon the expiration or early termination or cancellation of
this Agreement,  the Lessee, at its sole expense, shall return the Assets to the
Lessor in good working order and repair.

     11. Risk of Loss.  The Lessor shall bear all risks of loss of and damage to
the Assets from any cause.  The Landlord shall bear all risks of loss and damage
to the Building from any cause.

     12. Early  Termination.  The Lessee may cancel and terminate this Agreement
at any time upon 30 days' prior written notice.

     13.  Waiver.  No covenants or  condition  of this  Agreement  can be waived
except by the written consent of the parties.

     14. Entire Agreement.  This Agreement contains the entire understanding and
agreement between the parties  concerning the lease of the Assets.  There are no
promises,   agreements,   conditions,   undertakings,    inducements,   waivers,
representations, or warranties, oral or written, express or implied, between the
parties other than as are specifically set forth in this Agreement.

     15.  Inspection.  From time to time during the term of this Agreement,  the
Lessor  and the  Landlord  shall  have the right to  inspect  the Assets and the
Building, respectively, upon reasonable notice to the Lessee.

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     16. Severability.  If any provision contained in this Agreement is declared
or held to be invalid or  unenforceable,  then such declaration or holding shall
be limited to its most  narrow  application  and shall not affect the  remaining
provisions  of this  Agreement,  all of which  shall  remain  in full  force and
effect.

     17.  Amendments.  This  Agreement  and  any  exhibit  or  schedule  to this
Agreement shall not be amended, altered or changed except by a written agreement
signed by the parties.

     18.  Notices.  All  notices,  requests,  demands  and other  communications
hereunder  shall be in  writing,  and shall be deemed to have been duly given if
delivered by overnight delivery service or hand delivered, addressed as follows:

                  If to Lessee:

                           Medical Technology Laboratories, Inc.
                           12920 Automobile Boulevard
                           Clearwater, Florida 34622
                           Attn:  Mr. Todd E. Siegel, President

                  With a copy to:

                           Holland & Knight LLP
                           400 North Ashley Drive
                           Suite 2300
                           Tampa, Florida  33602
                           Attn:  Robert J. Grammig, Esq.

                  If to Lessor:

                           Community Clinical Laboratories, Inc.
                           1375 South Fort Harrison Avenue
                           Clearwater, Florida 33756
                           Attn:  James L. McKeown, Jr.

                  With a copy to:

                           Conklin, Stanley & Probst, P.A.
                           1465 South Fort Harrison Avenue
                           Clearwater, Florida 34616
                           Attn:  Paul Probst, Esq.


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                  If to the Landlord:

                           James L. McKeown, Sr.
                           430 West Druid Road
                           Clearwater, Florida 34616


     19. Benefit.  This Agreement shall be binding upon and inure to the benefit
of the parties and their respective heirs, personal representatives, successors,
and  assigns.  Nothing in the  foregoing  sentence  shall in any way waive or be
deemed  to  waive  any  limitations   provided  in  this  Agreement  as  to  the
assignability or transferability of this Agreement.

     20.  Headings.  The headings to the paragraphs of this Agreement are solely
for the convenience of the parties,  and are not an aid in the interpretation of
the instrument.

     21.  Governing Law. The validity,  interpretation,  and enforcement of this
Agreement,  of the rights and obligations of the parties to this Agreement,  and
of the other  documents  delivered in connection  with this  Agreement  shall be
governed by, and  construed and  interpreted  in  accordance  with,  the laws of
Florida.

     22. Counterparts;  Facsimile Signatures.  This Agreement may be executed in
one or more  counterparts,  which taken together shall constitute one agreement.
Facsimile signatures shall have the same effect as original signatures.

     23. No Joint Venture. The parties to this Agreement do not intend to create
any  joint  venture,  partnership,  agency  or other  relationship,  implied  or
otherwise, as a result of this Agreement.

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     IN WITNESS WHEREOF,  the Lessor,  the Landlord and the Lessee have executed
this Agreement on the date written above.

                                     LESSOR:

                                     Community Clinical Laboratories, Inc.

                                     By:__________________
                                     Name:________________
                                     Its:_________________


                                     LANDLORD:

                                     _____________________  
                                     James L. McKeown, Sr.


                                     LESSEE:

                                     Medical Technology Laboratories, Inc.


                                     By:___________________
                                     Name:  Todd E. Siegel
                                     Its:  President