EIGHTH AMENDMENT TO LEASE

   THIS EIGHTH AMENDMENT TO LEASE is made as of March 26, 1998 between PETULA 
ASSOCIATES, LTD., an Iowa corporation and EQUITY FC, LTD., an Iowa 
corporation (collectively, "Lessor"), and SEQUENT COMPUTER SYSTEMS, INC., an 
Oregon corporation ("Lessee").

                              RECITALS

   A. Lessor and Lessee are parties to that certain Lease Agreement dated May 
8, 1987 (the "Lease Agreement") and the following documents (the 
"Amendments"), which amend such Lease Agreement (the Lease Agreement 
and all such Amendments are herein collectively referred to as the 
"Lease"):

      1. First Amendment dated December 29, 1987;
      2. Second Amendment dated July 28, 1988;
      3. Third Amendment dated July 28, 1989;
      4. Fourth Amendment dated September 20, 1991;
      5. Fifth Amendment dated December 2, 1992;
      6. Sixth Amendment dated April 5, 1993; and
      7. Seventh Amendment dated September 30, 1997

   B. Capitalized terms not defined in this Amendment have the meanings set 
forth in the Lease.

   C. Lessor and Lessee desire to amend the Lease as set forth herein.

                            AGREEMENT

1. LEASE REVISIONS.

   1.1 Closing Costs and Title Insurance.  The following is added after the 
last sentence of Section 6.4.3 of the Lease and is hereby made a part 
of Section 6.4.3:

          "If available from Escrow Agent and if requested by Lessor, Escrow
          Agent shall issue to Lessor at its expense a "simultaneous issue" 
          seller's policy of title insurance."

   1.2 Conveyance.  The following shall be added after the last sentence of 
Section 6.4.4 of the Lease and is hereby made a part of Section 6.4.4:

          "At Lessee's request, Lessor shall convey title to the Property to 
       an institutional lender or trustee providing synthetic lease financing
       or other institutional financing to Lessee in connection with its 
       acquisition of the Property; provided, however, use of such designee
       will not affect (or operate as a release of) Lessee's obligations or 
       liability under the Lease, including the Option to Purchase 
       provisions of the Lease."

   1.3 Lease Termination.  The following is added as a new Section 6.4.7 to 
the Lease:

          "6.4.7  Termination of Lease.  This Lease shall automatically 
       terminate effective upon the Closing of the sale of the Property from 
       Lessor to Lessee pursuant to this Section 6; provided, however, the 
       Survival Provisions of Section 51 shall apply in connection with any 
       such termination.  If requested by Lessee, Lessor shall enter into a 
       lease termination agreement with Lessee to evidence the agreement of 
       the parties in this Section 6.4.7, and Lessee shall have the right to 
       record such lease termination agreement in the records of Washington 
       County, Oregon at any time following the recording of the statutory 
       special warranty deed referenced in Section 6.4.4."

   1.4 Skybridge.  Lessor and Lessee acknowledge that Lessee has exercised its 
option to purchase the Section Building (as defined in Section 47.3.4 
of the Lease) which includes the skybridge connecting the Premises to 
the improvements which are the subject of the Second Lease. And that 
upon closing of such purchase Lessor shall not be responsible for any 
obligations of Lessor under the Lease with respect to such skybridge 
that accrue after the closing of such purchase.  In connection with the 
closing of such purchase, Lessor, Lessee and, if applicable, Lessee's 
designee shall enter into a skybridge easement agreement with respect 
to such skybridge in form and content mutually agreeable to Lessor and 
Lessee.

   1.5 Traffic Signal.  The following is added as a new Section 52 to the 
Lease:

          "52  Traffic Signal.  Lessor and Lessee agree that the cost to 
       install a traffic signal (the "Signal") at the intersection of Koll 
       Parkway, Walker Road and SW 150th Avenue shall be treated as a Special 
       Common Area Assessment pursuant to the Declaration of Covenants, 
       Conditions and Restrictions dated March 12, 1986, as amended by First 
       Amendment thereto dated October 28, 1996 and Section Amendment thereto 
       dated March 13, 1998 (collectively, the "Declaration"), which 
       Declaration encumbers the Property and other property.  Once the Signal 
       has been installed and is operational (the "Signal Completion Date"), 
       Lessor shall furnish to Lessee a statement in commercially reasonable 
       detail showing the portion of the cost to install such Signal (the 
       "Signal Cost") that is allocated to the Property as a Special Common 
       Area Assessment pursuant to the Declaration and, upon request from 
       Lessee, shall furnish copies of invoices received and paid by Lessor in 
       connection with the installation of the Signal.  Lessee agrees to 
       reimburse Lessor for the portion of the Signal Cost allocated to the 
       Property, provided, however, that, except as provided herein, Lessee 
       shall not be required to pay such cost in a lump sum, but rather such 
       cost, together with a financing charge of ten percent (10%) per annum, 
       shall be amortized over an estimated useful life of ten (10) years and 
       Lessee shall reimburse Lessor for such cost by paying Lessor in equal 
       monthly installments beginning on the first day of the second calendar 
       month following the Signal Completion Date (or on the first day of the 
       next calendar month if the Signal Completion Date is the first day of a 
       calendar month) and on the first day of each month thereafter during the 
       remaining term of this Lease that portion of such cost attributable to 
       the month preceding such payment based on such amortization plan.  If 
       the Signal Completion Date is a day other than the first day of a 
       calendar month, then on the first day of the calendar month following 
       the Signal Completion Date, Lessee shall pay to Lessor interest at the 
       rate provided herein from the Signal Completion Date through the last 
       day of the month in which the Signal Completion Date occurs.  In the 
       alternative, Lessee shall have the right to prepay all or any portion of 
       the outstanding balance of such cost at any time without any prepayment 
       charge.  If Lessee purchases the Property pursuant to the Option to 
       Purchase in this Lease and the Signal has been installed and is 
       operational, upon the closing of such purchase Lessee shall pay to 
       Lessor the outstanding balance of the Signal Cost allocated to the 
       Property.  If Lessee does not purchase the Property pursuant to the 
       Option to Purchase in this Lease and this Lease expires or otherwise 
       terminates, the (i) Lessee shall pay to Lessor within ten (10) days of 
       such expiration or termination that portion of the Signal Cost 
       allocated to the Property that is attributable to the period 
       commencing with the first day of the month in which this Lease expires 
       or otherwise terminates, and (ii) Lessee's obligation to reimburse 
       Lessor for the remaining balance of the Signal Cost allocated to the 
       Property shall cease upon such expiration or termination of this Lease, 
       provided, however, that if this Lease terminates due to the default of 
       Lessee, Lessor may recover from Lessee the unpaid portion of the Signal 
       Cost allocated to the Property, if any, in addition to other amounts 
       allowed under Section 20.2 of this Lease.  Nothing herein shall be 
       deemed an agreement by Lessee that the cost of any other traffic 
       signal(s) installed near the Property in the future should be passed 
       through to Lessee under this Lease."

   1.6 Monument Sign.  Notwithstanding that the monument sign used by Lessee 
in connection with its use of the Premises is located within an area 
designated as common area under the Declaration, during the term of 
this Lease the expense of maintaining the sign shall not be treated as 
a common area expense, but rather shall be the responsibility of 
Lessee.  Upon termination of this Lease, the expense of maintaining the 
sign shall be treated as a common area expense under the Declaration 
unless the sign is used exclusively by the owner of the Premises or any 
new tenant of such owner, in which case such expense shall be the 
responsibility of such owner or such tenant.

2. STATUS OF LEASE.  Except as expressly amended hereby, the Lease remains 
in full force and effect and is hereby ratified and affirmed.

3. COUNTERPARTS.  This Amendment may be executed simultaneously or in 
counterparts, each of which shall be deemed an original, but all of 
which together shall constitute one and the same Amendment.

4. FACSIMILE TRANSMISSION.  Facsimile transmission of any signed original 
document, and retransmission of any signed facsimile transmission, 
shall be the same as delivery of an original.  At the request of either 
party, the parties shall confirm facsimile trasmitted signatures by 
signing an original document.

   IN WITNESS WHEREOF, this Eighth Amendment to Lease has been executed as of 
the date set forth above.

         LESSOR:  PETULA ASSOCIATES, LTD., an Iowa corporation

                      By:  /s/ MICHAEL S. DUFFY
                      Name:  MICHAEL S. DUFFY
                      Title:    VICE PRESIDENT

                      By:  /s/ GREGORY C. HAUSER
                      Name:  GREGORY C. HAUSER
                      Title:    VICE PRESIDENT


                  EQUITY FC, LTD., an Iowa corporation

                      By:  /s/ L.S. VALENTINE
                      Name:   L.S. VALENTINE
                      Title:    COUNSEL

                      By:   /s/ RONALD B. FRANKLIN
                      Name:   RONALD B. FRANKLIN
                      Title:     VICE PRESIDENT


         LESSEE:  SEQUENT COMPUTER SYSTEMS, INC., an Oregon corporation

                      By:  /s/ ROBERT B. WITT
                      Name:  ROBERT B. WITT
                      Title:   VICE PRESIDENT & CIO