EXHIBIT 10.5
                                 LEASE AGREEMENT


Kent & Starla Keith, being the majority  stockholders and officers of UMDN, Inc.
do hereby agree to allow UMDN, Inc.,  during their Initial growth phase to lease
a designated office area in our private home for an undetermined period of time.

The lease is on a  month-to-month  basis  with the  monthly  rate to be  $1,000,
inclusive  of all  utilities,  maintenance  and  services.  This  rate  has been
determined  in  accordance   with  the  value   currently   established  in  the
marketplace.

Mr. & Mrs.  Keith have agreed that the monthly rate will  initially not be taken
in cash or other form of  compensation,  but will be as contribution the paid in
capital.

Mr. & Mrs.  Keith has the sole right to cancel this agreement upon 30 days prior
written notice to UMDN, Inc. UMDN, Inc. may cancel this agreement, but not alter
the terms without prior consent, at any time.

This agreement becomes effective on September 1 ,2000.

LESSEE: /s/                             LESSOR: /s/
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