Lease Dated October 31, 1999

THIS LEASE, made in quadruplicate, this 31st day of October, 1999, by and between CHESAPEAKE SERVICES CORPORATION, a Virginia Corporation, hereinafter referred to as "Lessor", and DAEDALUS BUILDING SYSTEMS, INC., a Delaware Corporation, hereinafter referred to as "Lessee."


W I T N E S S E T H:


1. PREMISES. The Lessor does demise and let unto the Lessee, and Lessee does lease and take from the Lessor, for the term and upon the restrictions and conditions as set forth in this Lease, the first floor of the premises, consisting of 4,556 square feet, inclusive of land, building and structures, located at 8653 Richmond Highway, Alexandria, Virginia 22309, together with all alley rights and parking rights, if any, easements, rights of way, and appurtenances in connection therewith or thereunto belonging.


2. USE OF LEASED PREMISES.


a. Use. Lessee shall occupy and use the demised premises for the
operation of an office and facilities for Lessee. Lessee shall not
permit any conduct, which, in the opinion of Lessor, is disreputable.


b. Compliance with Laws. The lessee shall comply with all federal,
state, or municipal laws, ordinances and regulations dealing with the
use of the demised premises, and will save the Lessor harmless from
any damage, penalty, or charge imposed or incurred for the violation
of any such laws, ordinances, or regulations, whether occasioned by
the Lessee, its agents, or any other person using or present upon the
demised premises.


c. Waste and Quiet Conduct. The Lessee shall not commit or suffer to be
committed any waste or any nuisance upon the demised premises. The
Lessee shall keep the demised premises reasonably clean and free of
trash, waste paper and other litter.


d. Utilities and Service. Lessee shall, throughout the term of this
Lease, pay for all electricity, gas, water and every other service,
commodity, or article which may be furnished and supplied to it or to
the demised premises.


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e. Lessor's Right to Enter. The Lessee shall permit the Lessor and its
authorized agents, at all reasonable times during the period of this
Lease, to enter upon the demised premises for the purpose of inspecting
them.


3. POSSESSION. The Lessor agrees to deliver to Lessee physical possession of the demised premises upon the commencement of the term hereof, free and clear of all tenants and occupants and the rights of either. Lessee agrees to deliver to the Lessor physical possession of the demised premises upon the termination of the term hereof or any extension thereof, in good condition, and repair, reasonable wear, damage by fire, or damage from any other cause not directly attributable to the negligence of Lessee excepted.


4. TERM. The term of this Lease shall be for five (5) years commencing on the 1st day of November 1999, and ending on the 31st day of October 2004, unless otherwise terminated or renewed.


5. OPTIONS TO RENEW. Lessee shall have the right to extend the term of this lease for three optional periods of five (5) years each, if, at the end of the initial term of this Lease, Lessee is not in default in any of its obligations imposed in this Lease. The optional term shall be at the rental to be agreed upon at the time of the exercise of said option and subject to all of the remaining terms contained in this Lease.


The Lessee shall exercise the option by giving the Lessor written notice of its intention to do so at least one hundred eighty (180) days prior to the expiration of the original term.


6. RENT.


a. Minimum Rent. The Lessee shall pay to the Lessor a minimum rent of
Eighty Two Thousand Eight Dollars ($82,008.00) yearly, payable Six
Thousand Eight Hundred Thirty Four Dollars ($6,834.00) monthly, at
which time the rent will increase as adjusted by Paragraph (d)
hereunder.


b. Time of Payment. The minimum rent shall be paid in advance to the
Lessor in monthly installments on the first day of each and every month
of the term without notice or demand and without abatement, deduction
or set-off in the amount as agreed.


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c. Additional Annual Rent. The Lessee shall pay to the Lessor
additional rent which shall be the rent as hereinafter defined.


d. Rent Adjustment. The monthly base rent shall be increased on the 1st
of each year during the term hereof, beginning in 2001, in accordance
with the Index now known as "United States Bureau of Labor Statistics,
Consumer Price Index, All Urban Consumers," 1967 = 100 Base, All Items,
Washington, DC, SMSA (hereinafter referred to as the "Index"). Such
adjustment shall be computed by multiplying the Monthly Base Rent for
the immediately preceding month (hereinafter "Existing Monthly Base
Rent") by one hundred percent (100%) of a fraction, having as a
numerator the Index published for the month prior to the month in which
the adjustment becomes effective, and having as a denominator the Index
most recently published prior to the Lease Commencement Date, and
subtracting the integer 1. Any resulting positive number shall then be
added to the Existing Monthly Base Rent to determine the Adjusted
Monthly Base Rent.


Formula for Rent Adjustment in 2001:


CPI Index for 01/2000 Existing Monthly Base Rent x 1.00 ------------------ CPI Index for 01/2001 + Existing Monthly Base Rent = Adjusted Monthly Base Rent.


Provided, however, that the amount payable by Tenant under this Lease as Monthly Base Rent shall not be less than the Monthly Base Rent for the immediately preceding month.


e. If such Index shall be discontinued with no successor or comparable
successor Index, or if a substantial change is made in the term or
number of items contained in this Index, or if the Index ceases to use
1967 = 100 as the basis for calculation, the parties shall attempt to
agree upon a substitute formula, but if the parties are unable to agree
upon a substitute formula, then the matter shall be determined by
arbitration in accordance with the rules of the American Arbitration
Association then prevailing.


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NOTWITHSTANDING THE ABOVE, THE INCREASE IN ANY GIVEN YEAR SHALL NOT EXCEED THREE (3%) PERCENT.


f. Late Charge. Lessee shall pay a late charge of five percent (5%) of
any rental, minimum or additional, received by Lessor later than ten
(10) days after the due date.


7. LIENS AND OTHER OBLIGATIONS. Lessee will not create or permit to be created or to remain, and will discharge, any lien, security interest, encumbrance or charge upon the demised premises or any part thereof or upon Lessee's leasehold interest therein; provided that the existence of any mechanic's lien or right in respect thereof shall not constitute a violation of this section if it is bonded or insured.


8. REAL ESTATE TAXES. Lessor shall be obligated to pay all real property taxes (including extraordinary and/or special assessments) which may be levied or assessed by any lawful authority against the land, buildings and other improvements as additional rent.


9. FURNITURE, FIXTURES AND EQUIPMENT. All furniture, fixtures and equipment furnished to or installed in or on the demised premises at the Lessee's expense shall belong to and be the property of the Lessee and the Lessee shall have the right to remove said furniture, fixtures and equipment from said leased premises at any time during the term of this Lease, provided said Lessee is not then in default in the payment or rent or other charges as provided in this Lease.


Lessee shall have the right, prior to and during the term of this Lease, at any time and from time to time, to install ...