EXHIBIT 10.1
                           SEVENTH AMENDMENT TO LEASE

     This is a Seventh  Amendment  to Lease dated as of October 11, 1996 between
John Hancock Mutual Life Insurance Company  ("Landlord") and Kronos Incorporated
("Tenant").

                              W I T N E S S E T H:

           

         WHEREAS,  Landlord  and  Tenant  have  agreed  to  amend  the  Lease to
incorporate  additional space on the terms and conditions more  particularly set
forth below.

         NOW,   THEREFORE,   for  good  and  valuable   consideration,   and  in
consideration  of the covenants and  agreements  herein  contained,  the parties
hereby agree to amend the Lease as follows:

     1. The plan attached  hereto as Exhibit A-4,  setting forth the approximate
location of 2,589  square  feet on the 6th floor of the  Building to be added to
the Premises pursuant to this Seventh Amendment ("Seventh  Amendment  Additional
Space"), is hereby incorporated into Exhibit A to the Lease.

     2. The term "Leased  Premises" in Section 1 of the Lease is hereby  amended
by deleting therefrom the phrase "70,874 rentable square feet", and substituting
therefor the phrase "73,463 rentable square feet".

     3. The  definition  of "Minimum  Annual Rent" set forth in Section 1 of the
Lease is hereby  amended by  deleting  the same and  substituting  therefor  the
following:


"MINIMUM ANNUAL RENT:

Year                  Sq. Ft.                  Per RSF                  Total

4/1/93-3/31/94        62,340        10.95*                          $682,623.00

4/1/94-10/31/94       62,340        14.75*                           919,515.00
                                                                    annual rate;
                                                             536,383.75 for this
                                                                  7-month period



11/1/94-3/31/95       62,340        14.75*                           979,023.00
                                                                    annual rate:
                                                             407,926.25 for this
                                                                  5-month period

4/1/95-5/31/95        62,340        15.00                            994,608.00
                       3,480        17.10                           annual rate;
                                                             165,768.00 for this
                                                                  2-month period

6/1/95-1/31/96        62,340        15.00                          1,076,156.00
                       3,480        17.10                           annual rate;
                       4,292        19.00                    717,437.33 for this
                                                                  8-month period

2/1/96-3/31/96        62,340        15.00                          1,091,357.90
                       3,480        17.10                           annual rate;
                       4,292        19.00                    181,892.98 for this
                         762        19.95                         2-month period

4/1/96-10/10/96       62,340        15.25                          1,106,942.90
                       3,480        17.10                           annual rate;
                       4,292        19.00                    583,798.65 for this
                         762        19.95                     6-month and 10-day
                                                                          period

10/11/96-3/31/97      62,340        15.25                          1,161,053.00
                       3,480        17.10                           annual rate;
                       4,292        19.00                    550,572.39 for this
                         762        19.95                     5-month and 21-day
                       2,589        20.90                                 period

4/1/97-3/31/98        62,340        16.25                          1,223,393.00
                       3,480        17.10
                       4,292        19.00
                         762        19.95
                       2,589        20.90

4/1/98-3/31/99        62,340        17.00                           1,270,148.00
                       3,480        17.10
                       4,292        19.00
                         762        19.95
                       2,589        20.90

4/1/99-3/31/00        62,340        17.00                           1,270,148.00
                       3,480        17.10
                       4,292        19.00
                         762        19.95
                       2,589        20.90


* Except as modified by the terms of Section 36."

     4. The term "Total  Rentable  Area of the Leased  Premises" in Section 1 of
the Lease is hereby  amended  by  deleting  therefrom  "70,874  sq.  feet",  and
substituting therefor "73,463 sq. feet".

     5. The term "Tax  Base" in  Section 1 of the  Lease is  hereby  amended  by
adding thereto the following:

     "Notwithstanding  the  foregoing,  the Tax Base for the  Seventh  Amendment
     Additional Space shall be Tax Year 1997."

     6. The terms "Tax  Percentage" and "Operating Cost Percentage" in Section 1
of the Lease are hereby amended by adding thereto the following:

     ", and, as to the Seventh Amendment Additional Space, 2.31%"

     7. The term  "Operating  Cost Base" is hereby amended by adding thereto the
following:

     "Notwithstanding  the  following,  the Operating  Cost Base for the Seventh
     Amendment Additional Space shall be Calendar Year 1996."

     8.  The  Seventh   Amendment   Additional  Space  shall  be  deemed  to  be
incorporated  into the Lease as of  October  11,  1996,  and from and after that
date,  the  Premises  shall be deemed to include the original  premises  demised
under the Lease and the Seventh  Amendment  Additional Space, in accordance with
and subject to all of the terms and  provisions of the Lease.  Accordingly,  the
Tenant's rights to the Seventh Amendment Additional Space shall expire as of the
date of expiration  of the Lease,  or its earlier  termination.  Any exercise by
Tenant of its option to extend the Lease in  accordance  with Section 38 thereof
shall include the Seventh Amendment Additional Space.

     9.  Tenant  hereby  acknowledges  and  agrees  that the  Seventh  Amendment
Additional  Space shall be  delivered  by Landlord to Tenant in its "as is, with
all faults" condition,  and that Landlord shall have no obligations with respect
to improvement of the Seventh Amendment  Additional Space.  Nothwithstanding any
provision  hereof  to the  contrary,  (a) this  Seventh  Amendment  shall not be
effective  until  the  existing  occupant  has  vacated  the  Seventh  Amendment
Additional  Space,  (b) Tenant shall have no claim against Landlord in the event
that the  space is not  available  as of  October  11,  1996,  and (c)  Tenant's
occupancy  shall at all times be subject to all of the terms and  conditions  of
the Lease.

     10. Landlord and Tenant hereby represent and warrant to each other that the
only broker  with whom each of them has had  dealings  in  connection  with this
Seventh  Amendment is Beacon  Management  Company.  Each party agrees to defend,
indemnify  and hold the other party  harmless  from any breach of the  foregoing
representation.

     Except as hereinabove amended, the Lease remains in full force and effect.

     EXECUTED as a sealed instrument as of the day and year first above written.


                                               LANDLORD:
                                          JOHN HANCOCK MUTUAL LIFE INSURANCE 
                                          COMPANY


                                          By: /s/ Meliah Armour
                                          Its:  Investment Officer
                                          TENANT:
                                          KRONOS INCORPORATED

                                          By:      /s/ Paul Lacy
                                          Its:  V.P. Finance and Administration

<PAGE>
                                  EXHIBIT A-4

Exhibit A-4 contains a graphic which sets forth the approximate location of 
2,589 square feet on the sixth floor of the Building to be added to the premises
pursuant to the Seventh Amendment to the Lease.