I-- LEASE OF PREMISES

1.01- Lease of Premises. Landlord, in consideration of the rents and covenants hereinafter set forth, does hereby demise, let and lease to Tenant, and Tenant does hereby hire, take and lease from Landlord, on the terms and conditions hereinafter set forth, the Premises, to have and to hold the same, with all appurtenances unto Tenant for the Term hereinafter specified. Tenant agrees to comply with all of the terms and conditions of the Service Agreement if and to the extent that Tenant is a party thereto.

Landlord has provided to Tenant a copy of the Building Lease, which Tenant has reviewed and fully understands. Tenant acknowledges and agrees that all of Tenant's rights under this Sublease are derived from Landlord's rights under the Building Lease and are subordinate and subject to the Building Lease. Tenant agrees to adhere to and comply with all of the terms and conditions set forth in the Building Lease. Any action or inaction by Tenant which violates the terms and conditions of the Building Lease shall also violate this Sublease and constitute an event of default hereunder, entitling Landlord to pursue all remedies available to it hereunder or under applicable law.

1.02- Basic Sublease Provisions.

A. Building Address: 8455 East Broad Street Reynoldsburg, Ohio 43068

B. Building Description: a two-story office/warehouse distribution facility, containing approximately 138,534 square feet of office space, 773,640 square feet of distribution space and 39,624 square feet of Building Common Area (as hereinafter defined)

C. Premises Description: the floors of the building on which the Premises are located are as follows:

(i) 1st floor

(ii) The space within the Premises is further depicted on the floor plan attached hereto as Exhibit B and made a part hereof by this reference, and consists of the following approximate number of square feet: 236,073 (consisting of 34,776 square feet of office space and 201,297 square feet of distribution space)

D. Term: Fifteen (15) years, beginning on June 1, 1995 (the "Commencement Date") and ending on May 31, 2010 (the "Expiration Date")

E. Annual Base Rent:

(i) Office space-$11.00 per square foot, or$382,536.00

(ii) Distribution space-$2.85 per square foot, or$573,696.45

(iii) Total Annual Base Rent (for distribution and office space) of$956,232.45

(iv) The Annual Base Rent shall be subject to periodic adjustments as provided in Section 4.02 of this Sublease

F. Monthly Installments of Base Rent (for distribution and office space): $79,686.04

G. Renewal Option (s): eight (8) five (5) year Renewal Option (s)- See Section 4.05 of this Sublease for terms of the Renewal Options

H. Addresses for Notices and Payments:

Tenant:  Abercrombie& Fitch, Inc.

8455 East Broad Street 
Reynoldsburg, Ohio 43068

with a copy to:  Abercrombie& Fitch, Inc.

Three Limited Parkway 
Columbus, Ohio 43230 
Attention: Corporate Real Estate Department

Landlord:  Victoria's Secret Stores, Inc.

8455 East Broad Street 
Reynoldsburg, Ohio 43068

with a copy to:  Victoria's Secret Stores, Inc.

Three Limited Parkway Columbus, Ohio 43230 
Attention: Corporate Real Estate Department

I. Use: office/warehouse distribution use related to distribution for retail sale of men's, women's and children's apparel, accessories, personal care items and other products, and for all administrative activities relating thereto

1.03- Description of the Building, the Premises and the Common Areas.

J. The Building. The Building is depicted on the attached Exhibit A. The address and description of the Building are specified in Items A and B of the Basic Sublease Provisions (which are set forth in Section 1.02of this Sublease).

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