Exhibit 10.10

                            FIRST AMENDMENT TO LEASE

         REFERENCE is made to Lease dated December 15, 1996 by and between Seven
October Hill LLC ("Lessor"), and Harvard Apparatus, Inc. ("Lessee") for premises
at 7 October Hill Road, Holliston, Massachusetts (the "Lease") consisting of
approximately Fifteen Thousand (15,000) square feet, previously increased to
Seventeen Thousand (17,000) square feet (the "Premises").

         The Lessor and Lessee hereby agree that the Lease is amended in the
following respects:

         1. Lessor has previously delivered and leased to Lessee the
approximately Two Thousand (2,000) square foot area in the Building (as defined
in the Lease), shown as Area A-1 or Exhibit A, attached hereto and made a part
hereof (the "First Expansion Premises") which area has become a part of the
Premises. Effective April 1, 1998, Lessee's Proportionate Share, as set forth in
Section 5.1(iii) of the Lease was increased to account for the First Expansion
Premises.

         2. Effective November 1, 1998, Lessee shall lease from the Lessor and
Lessor shall lease to the Lessee, pursuant to Article XLII of the Lease, an
additional Three Thousand (3,000) square feet in the Building shown as the area
marked Area B on Exhibit A the "Second Expansion Premises"). The Second
Expansion Premises shall he delivered to LESSEE on November 1, 1998 in the same
condition as they are now. The First Expansion Premises and the Second Expansion
Premises are hereinafter referred to as the "Expansion Premises". The Expansion
Premises shall be subject to all of the terms, covenants and conditions of the
Lease and shall be deemed part of the Leased Premises from the dates of their
delivery through the balance of the initial term and for the extension term if
the right to extend the Lease is exercised by the Lessee.

         3. Minimum Rent on account of the Expansion Premises during the initial
term shall be payable at a rate of Twelve Thousand Dollars ($12,000.00) per
annum for the period commencing November 1, 1998 and ending March 30, 1999,
payable in equal monthly installments of One Thousand Dollars ($1,000.00) each
on the first day of each month. Commencing April 1, 1999, Minimum Rent on
account of the Expansion Premises shall be increased to an annual rate of Twenty
Thousand Dollars ($20,000.00), payable in equal monthly installments of One
Thousand Six Hundred Sixty Six Dollars Sixty Six Cents ($1,666.66), on the first
day of each month through the end of the initial term. During the extension
term, Minimum Rent for the Expansion Premises shall be determined in accordance
with Section 4.2. and Exhibit D of the Lease.

         4. Effective November 1, 1998, Lessee's Proportionate Share, as set
forth in Section 5.1.(iii) of the Lease, shall be increased to Seventeen and
Nine Tenths Percent (17.9%), which is determined by dividing the rentable square
footage of the Leased Premises (including the Expansion Premises) by the square
footage of all rentable area within the building.


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         5. Effective November 15, 1998, the security deposit set forth in
Article XXXI of the Lease shall be increased to Eight Thousand Eight Hundred
Fifty Three Dollars Fifty Cents ($8,853,50), and contemporaneously with the
execution hereof, Lessee shall deliver to Lessor One Thousand Six Hundred Sixty
Six Dollars ($1,666.00) as the additional amount to be held as a security
deposit.

         6. In all other respects the Lease shall remain unchanged.

         IN WITNESS WHEREOF, the parties hereto have set their hands and seals
this 13th day of November, 1998.


SEVEN OCTOBER HILL LLC.                  HARVARD APPARATUS, INC.


By:    /S/ John R. Parsons Jr.           By:/S/ Mark Norige
       ------------------------------       ------------------------------------
Its:   Managing Member                      Its: V.P. Operations and Engineering


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