Sequent I
                        SEVENTH AMENDMENT TO LEASE

   THIS AMENDMENT is made this 30 day of September 1997 by and between the 
undersigned Landlord and Tenant.

                                 RECITALS

   A.  Landlord and Tenant 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"):

       (a) First Amendment dated December 29, 1987;

       (b) Second Amendment dated July 28, 1988;

       (c) Third Amendment dated July 28, 1989;

       (d) Fourth Amendment dated September 20, 1991;

       (e) Fifth Amendment dated December 2, 1992; and

       (f) Sixth Amendment dated April 5, 1993.

   B. Landlord and Tenant desire to amend the Lease as set forth herein.

   NOW, THEREFORE, for good and valuable consideration, it is agreed as 
   follows:
   1   Lease Revisions

       1.1  Exercise Notice.  Section 6.2.1 of the Lease Agreement is 
hereby deleted and the following is inserted in its place:

            6.2.1  LESSEE must give written notice (herein the "Notice") of 
            the exercise of the Option to Purchase, which Notice shall be 
            delivered to LESSOR no earlier than June 30, 1999 nor later 
            than October 31, 1999, and any attempted exercise of the Option 
            to Purchase at any other time shall be null, void and of no 
            legal effect; and 

       1.2  Defined Term Change.  All references in Sections 6.3.2 and 6.4.2 
of the Lease Agreement to the "Expiration Date of the Initial Term" or the 
"Expiration Date" are hereby changed to be references to May 1, 2000.

       1.3  Delays in Closing.  Section 6.4.2 of the Lease Agreement is 
hereby deleted and the following is inserted in its place:

            6.4.2  Delays in Closing.  The Closing shall occur on May 1, 2000.

       1.4  Rescission Election.  A rescission election given pursuant to 
Section 6.8.1.2 of the Lease Agreement shall not constitute an election to 
renew the Lease Agreement.  Accordingly, item (b) of Section 6.8.1.2 of the 
Lease Agreement is hereby deleted.  However, a rescission election given 
pursuant to Section 6.8.1.2 of the Lease Agreement shall constitute the 
election by LESSEE and LESSOR to extend the initial term of the Lease for one 
additional year from September 30, 2000 to September 30, 2001 on the same 
terms and conditions, including continued payment of Basic Rent at the rate 
established for Period 6.

       1.5  Rescission Election -- Costs.  Section 6.8.2 of the Lease 
Agreement (including Sections 6.8.2.1, 6.8.2.2 and 6.8.2.3) is hereby deleted 
and the following is inserted in its place:

            6.8.2  Costs.  LESSEE acknowledges that LESSOR shall incur 
            costs in connection with the exercise of the Option to Purchase.  
            In the event the Option to Purchase is exercised but LESSEE 
            subsequently rescinds such exercise pursuant to this Section 6.8, 
            then LESSEE shall pay to LESSOR, within five (5) days of written 
            request, an amount equal to (a) all such costs incurred by LESSOR, 
            including, but not limited to, appraisal costs, attorney fees, and 
            title report cancellation fees, (b) interest at the rate set forth 
            in Section 4.5 above from the date of payment of each such cost by 
            LESSOR to the date of full reimbursement of the same by LESSEE, 
            and (c) the sum of $500 per day from the date that the Option to 
            Purchase is exercised to the date that the rescission notice is 
            given.

       1.6  Remedies.  Section 6.9 of the Lease Agreement is hereby deleted 
and the following is inserted in its place:

            6.9  Remedies of Lessor.  In the event LESSEE exercises the 
            Option to Purchase, and the transaction of purchase and sale of 
            the Property contemplated hereby does not Close when and as 
            provided herein for any reason attributable to LESSEE or any 
            person or entity in a relationship to LESSEE (except in the case 
            of a rescission allowed pursuant to Section 6.8.1 above), then 
            such event shall be treated as the giving by LESSEE of a 
            rescission notice under Section 6.8.1 above effective as of the 
            later of the date specified for Closing pursuant to Section 6.4.2 
            above or the date that LESSOR gives to LESSEE written notice of 
            LESSEE's failure to Close.  LESSOR shall accept the payment of 
            costs under Section 6.8.2 above as liquidated damages and as its 
            sole remedy for such a failure of LESSEE to Close.

   2   Status of Lease.  Except as expressly amended hereby, the Lease 
remains in full force and effect and is hereby ratified and -affirmed.


       IN WITNESS WHEREOF, this Amendment has been executed as of the date and
year indicated above.

                          LANDLORD:     PETULA ASSOCIATES, LTD., an Iowa 
                                        corporation, and KOLL WOODSIDE 
                                        ASSOCIATES, a California general 
                                        partnership, tenants-in-common, 
                                        doing business as KC WOODSIDE

                                        PETULA ASSOCIATES, LTD., an Iowa 
                                        corporation
                                        
                                        By:  /s/Jon Jacobson
                                        Its:  Vice President
              
                                        By:  /s/Anne Graff Brown 
                                        Its:  Counsel


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

                                        By:  /s/Dale Derby for Bob Witt
                                        Its:  Vice Presidnet of Information
                                              Services