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Illinois-Darien-8205 S. Cass Avenue Lease [Amendment No. 3] - LaSalle National Bank and Quotesmith Corp.

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                            LEASE AMENDMENT AGREEMENT

         Execution of this Lease Amendment Agreement by Tenant and Landlord will
amend that certain Lease dated August 30, 1994, and heretofore amended November
1, 1995, and September 25, 1997, on the Premises at 8205 S. Cass Avenue, Darien,
Illinois, wherein LaSalle National Bank, not personally, but as Successor
Trustee under Trust No. 113096 is the Landlord and QuoteSmith Corporation is
the Tenant. All of the terms remain the same except as follows:

1.       Commencing January 1, 1999, the Premises shall be deemed amended to
         further include certain additional Premises ("Additional Premises") of
         7,960 RSF which are set forth on Appendix "A-1" attached hereto.

2.       The Base Rent shall increased to included Additional Base Rent for the
         Additional Premises as follows:


PERIOD                                                     MONTHLY AMOUNT
------                                                     --------------
<S>                                                        <C>
January 1, 1999 through                                      $8,291.67
December 31, 1999

January 1, 2000 through                                      $8,540.42
December 31, 2000

January 1, 2001 through                                      $8,796.63
December 31, 2001

January 1 , 2002 through                                     $9,060.53
December 31, 2002

January 1, 2003 through                                      $9,332.34
December 31, 2003

3.       The term of the Lease is hereby extended to December 31, 2003.

4.       Additional rent with respect to Taxes and Operating Costs shall be
         deemed amended as follows:

         (a) With respect to the Additional Premises, Tenant's Proportionate
             Share shall be increased by an additional 13.54%. With respect to
             the computations set forth in Paragraphs 6A and 6B of the Lease,
             the applicable amount with respect to Taxes shall be $104,749.92
             and with respect to Operating Costs shall be $121,569.26 with
             respect to the additional Premises only.

<PAGE>   2

5.       Notwithstanding anything to the contrary herein contained, it is
         understood that the Additional Premises are being let on an "as is"
         basis with no promise to alter, remodel, decorate, clean, or improve
         the Additional Premises or the Building, and no representation or
         warranty whatsoever, expressed or implied, regarding the condition of
         the Additional Premises or the Building is being made. It is further
         understood that to the extent that any repairs, replacements or
         corrections are required to be made to the Additional Premises and/or
         the Building of any kind whatsoever, to cause same to comply with any
         applicable law, rule or regulation, whether federal, state or local,
         that the cost thereof shall be fully the responsibility of Tenant,

         Subject to Landlord's approval, Tenant may install tenant improvements
         subject to compliance with the Landlord's Facility Alteration Policy
         attached herein as Appendix "B" and made a part of this Lease.

6.       The Base Rent Schedule for the original Premises for the extended term
         shall be as follows:

         PERIOD                                                 MONTHLY AMOUNT
         ------                                                 --------------
         <S>                                                    <C>
         March 1, 2001 through                                  $7,765.26
         February 28, 2002
         March 1, 2002 through                                  $7,998.22
         February 28, 2003
         March 1, 2003 through                                  $8,238.17
         December 31, 2003

7.       The parties further represent to each other that no brokers, other than
         The Alter Group, Ltd., were involved in conjunction with the
         negotiation of this Agreement.

<PAGE>   3

8.       Except as specifically modified by the terms hereof, the aforesaid
         Lease and subsequent amendments shall remain in full force and effect.

         DATED this 15th Day of July 1998.

         IN WITNESS HEREOF, Landlord and Tenant have executed this Lease
Amendment by day and year first above written

TENANT:                                     LANDLORD:

QuoteSmith Corporation                      LaSalle National Bank, not
                                            personally, but as Successor Trustee
                                            under Trust No. 113096

BY:  /s/ Robert S. Bland                    BY: /s/ ILLEGIBLE
     -------------------                        --------------------
ITS: President and CEO                      ITS:
     ------------------                         --------------------

<PAGE>   4

                                 EXHIBIT A - 1

          [Floor Plan of Quotesmith Corporation (Premises), Quotesmith
              Corporation (Additional Premises), The Spargo Group]

<PAGE>   5

                                  APPENDIX "B"

                          FACILITY ALTERATION PROCEDURE

To follow is the approved procedure which is acceptable in the event that you,
as Tenant, should desire to alter the Premises which you occupy. All of the
below steps must be completed before any alterations are performed

1.       A letter requesting approval and describing the proposed alteration to
         the Premises must be sent to Landlord. This letter must be signed by
         the original signatory of the lease document or another authorized
         representative of Landlord and it must be received by Landlord prior to
         the commencement of any work.

2.       Copies of all sketches or drawings of the proposed alteration (s) must
         be submitted to Alter Asset Management, Inc. ("AAM") for approval by
         the Landlord. Landlord's approval of the plans, specifications and
         working drawings for Tenant's alteration shall create no responsibility
         or liability on the part of Landlord for their completeness, design
         sufficiency, or compliance with laws, and/or rules and regulations of
         governmental agencies or authorities.

3.       It is the sole responsibility of the Tenant to contact local
         authorities, secure any necessary permits and to comply with any and
         all applicable codes and ordinances. Evidence of this shall be by copy
         of any building permit(s) or a letter from local authorities indicating
         that same is waived or not necessary

4.       Insurance: All contractors and all subcontractor of any tier shall
         deliver to AAM prior to commencement of any work, a Certificate of
         Insurance and the certificate must name the following as Additional

              LaSalle National Bank, not personally, but as Successor Trustee
              Under Trust Agreement Number 113096, dated 3/11/88, its agents and
              beneficiaries thereunder, and Alter Asset Management, Inc., as
              managing agent, all as their interests may appear, are additional

5.       The Tenant hereby holds the Landlord, it's agents, beneficiaries, and
         AAM, each of them individually and severally harmless from any and all
         liability resulting from work being performed.

6.       No reasonable request for a facility alteration will be denied
         providing the structure itself is not altered or endangered, the
         buildings systems are not affected, the roof not penetrated, and the
         procedure as outlined herein is fully and completely followed
         carefully. However, the decision to approve or deny any alteration lies
         solely at the discretion of Landlord. If a roof penetration is required
         by Tenant, Tenant must use the Landlord's roof contractor to complete
         the work at Tenant's sole cost

<PAGE>   6

7.       Upon receipt of complete sets of those items numbered one (1) through
         five (5) above, Tenant will be provided with a written response from
         AAM as to whether Tenant may proceed with the alteration requested.

8.       Proceeding with any alteration to your Premises without complete
         compliance with all of the foregoing is in direct violation of your
         Lease, and could result in litigation.

9.       AAM must be notified in writing upon completion of any approved

10.      A copy of a Contractor's Sworn Statement must be submitted to AAM prior
         to the start of any work. Upon completion of the work, final waivers
         of lien from each subcontractor in accordance with the Contractor's
         Sworn Statement, including any change orders executed during the course
         of the work, must be submitted to AAM. Landlord reserves the right to
         require Tenant to post a deposit in an amount determined by Landlord
         prior to the start of any work hereunder.

11.      It shall be at the sole option of the Landlord to require that any
         alteration become a part of the Premises, or be restored to its
         original condition at such time that Tenant has surrendered Premises.
         If required, said restoration shall be at the sole expense of the

12.      Landlord reserves the right to charge Tenant a fee for services to
         review plans and specifications, to review work as it progresses, to
         evaluate that work in place is consistent with plans, and to prepare a
         final inspection and punchlist. The amount of the fee shall be the
         greater of two percent (2%) of the cost of the work or at least $104.00
         per hour, or such other reasonable rate as may be established from time
         to time by Landlord. Such fee shall be established prior to
         commencement of the work.

13.      It is Tenant's responsibility to furnish to Landlord a Certificate of
         Occupancy and/or evidence of passing a final inspection by the building
         department of the municipality where the Premises are located.

14.      To the extent that the Lease provides for reimbursement to Tenant for
         any portion of the cost of any work or improvements made by Tenant,
         Landlord shall make such payments to Tenant in accordance with the
         terms of the Lease upon Tenant's full compliance with the provisions of
         this Facility Alteration Procedure.

<PAGE>   7
TENANT:                                 LANDLORD:

                                        not personally, but as Successor
                                        Trustee Under Trust No. 113096

By:     /s/ Robert S. Bland             By:      /s/ Nancy A Carlen
        --------------------------               ------------------

Its:    President and CEO               Its:
        --------------------------               ------------------

Date:             8-31-98                              9/22/98
        --------------------------               ------------------

Revised:  6/24/98