OFFICE LEASE

THIS LEASE, made by and between Life Insurance Company of Georgia ("Landlord") and Hotel View Corporation, ("Tenant") as of May 1, 1995.

1. BASIC LEASE PROVISIONS.

This Paragraph is an integral part of the Lease and all defined terms under the Lease as contained herein shall be governed hereby:

2. PREMISES.

Landlord, in consideration of the covenants and agreements to be performed by Tenant and on the terms and conditions hereinafter stated, hereby leases to Tenant and Tenant hereby leases the Premises from Landlord.

3. LEASE TERM.

The initial term of this lease (The "Term") is Twenty-four (24) months. The Term shall commence on the Commencement Date and shall terminate on the Termination Date. The Term shall be subject to earlier termination as hereinafter provided.

4. GROSS RENT.

Tenant agrees to pay to Landlord as rent for the Premises, without prior notice or demand, and without deduction, counterclaim or set off, the Gross Rent subject, however, to adjustment as hereinafter provided, on or before the first day of the first full calendar month of the Term and a like sum on or before the first day of each and every successive calendar month thereafter during the Term, except that the first month's Gross Rent shall be paid upon the execution hereof. Gross Rent for any period during the Term which is for less than one (1) month shall be prorated portion of the monthly installment herein, based upon a thirty (30) day month. Gross Rent shall be paid to Landlord, at its office as set forth in Paragraph 1 (a), in lawful money of the United States of America, which shall be legal tender at the time of payment or to such other person or at such other place as Landlord may, from time to time, designate in writing. No payment by Tenant or receipt by Landlord of a lesser amount than the monthly Gross Rent herein stipulated shall be deemed to be other than on account of the earliest stipulated Gross Rent, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as Gross Rent be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such Gross Rent or pursue any other remedy provided in this Lease.

5. INTENTIONALLY OMITTED.

6. GROSS RENT ADJUSTMENT.

Notwithstanding anything to the contrary herein contained, it is agreed by the Landlord and the Tenant that the Gross Rent provided to be paid by the Tenant to the Landlord under the initial term of this Lease or any renewals or extensions thereof shall be increased upon renewal of this lease and each term thereafter by an amount equal to the lesser of (a) five (5%) percent of the rent for the year immediately preceding the renewal or extension or (b) the increase in the cost of living, if any, since the Commencement Date of the Lease determined in the manner hereinafter set forth. The cost of living increase in Gross Rent shall be determined by dividing the Gross Rent (being the rental for the first year of the term of the Lease) by the index number for the last date for which computation has been made in the column for "ALL ITEMS" in the table entitled "Consumer's Price Index- U. S. City Average for all Urban consumers, All Items (1982-84=100)" published monthly in the "Monthly Labor Review" of the Bureau of Labor Statistics of the United States Department of Labor (The "Index") for the month which is the third month immediately prior to the first month of the term of this Lease, and subsequently multiplying that product by the index number for the month immediately preceding the commence of the lease year for which the computation is being made. In the event that the Bureau of Labor Statistics shall change the Index (now 1982-84=100), the new index shall be substituted for the Index in making the above computation. In no event shall the Gross Rent be diminished by any change in the Index. In the event that at any time during the term of this Lease, the U. S. Bureau of Labor Statistics shall discontinue the issuance of the Index or a substitute therefor, then it is agreed that in such event, the parties shall accept comparable statistics on the purchasing power of the consumer dollar, as published by a responsible financial periodicals of recognized authority chosen by the Landlord.

7. SECURITY DEPOSIT.

Landlord acknowledges receipt of the Security Deposit which shall be held by Landlord as security for the faithful performance by Tenant of all the terms, covenants, and conditions of this Lease to be kept and performed by Tenant during the term hereof. If Tenant defaults with respect to any provision of this Lease, including, but not limited to, the provisions relating to the payment of Gross Rent, Landlord may (but shall not be required to) use, apply or retain all or any part of this security deposit for the payment of any Gross Rent or any other sum in default, or for the payment of any amount which Landlord may spend or become obligated to spend by reason of Tenant's default, or to compensate Landlord for any other lo s or damage which Landlord may suffer by reason of Tenant's default. If any portion of said deposit is so used or applied, Tenant shall within five (5) days after demand therefore, deposit cash with Landlord in an amount sufficient to restore the Security Deposit to its original amount and Tenant's failure to do so shall be a breach of this Lease. Landlord shall not be required to keep this Security Deposit separate from its general funds, and Tenant shall not be entitled to interest on such deposit. If Tenant shall fully and faithfully perform any provision of this Lease to be performed by it, the Security Deposit or any balance thereof shall be returned to Tenant (or, at Landlords' option, to the last assignee of Tenant's interest hereunder) at the expiration of the Lease term. In the event of termination of Landlords' interest in this Lease, Landlord shall transfer the Security Deposit to Landlord's successor in interest and shall thereupon be released from all liability for the return of the Security Deposit, and Tenant shall look solely to the new landlord for the return of the Security Deposit, and this provision shall apply to every transfer or assignment made of the Security Deposit to the new landlord. The Security Deposit shall not be assigned or encumbered by Tenant and any attempted assignment or encumbrance by Tenant shall be void.

8. LEASEHOLD IMPROVEMENTS.

Any and all leasehold improvements are to be completed at the Tenant's sole cost and expense. The Tenant accepts the demised premises in their condition as of January 18, ......

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