Type(s) associated with the Academic License Option acquired.  In the
   event of a conflict between the provisions of this Addendum and the
   Agreement, these Addendum provisions shall apply.

2. ACADEMIC LICENSE OPTIONS AND PERMITTED INSTALLATION TYPES.  At the 
   time the License is acquired, Licensee must select an Academic
   License Option from those offered on MathWorks' then-current Academic
   price list.  If the License Option is not specified on Licensee's
   order, MathWorks shall determine the License Option for Licensee by
   comparing the price paid to MathWorks' then-current Academic price
   list, less the appropriate discount, if any.

3. DEFINITIONS.

   3.1. Installation Type.   One or more of the Standalone Named User, 
        Network Concurrent User, or Designated Computer installation
        types available with respect to the Academic License Option
        selected.  

   3.2. Academic Internal Operations.  The installation and use of the
        Programs by Licensed Users, in accordance with the Academic
        License Option acquired, for the purpose of (i) in the case of
        employees (faculty and academic staff), performing software
        administration, teaching, and noncommercial, academic research
        in their ordinary course as Licensee's employees; and (ii) in
        the case of enrolled students, meeting classroom requirements of
        courses and study offered by the Licensee.  Any other use is
        expressly prohibited.

   3.3. Licensed Users.  All enrolled students and employees (faculty
        and academic staff) of the Licensee who are authorized by
        Licensee to use the Programs for Academic Internal Operations in
        accordance with the Agreement, as revised from time to time, and
        to the extent permitted by the Academic License Option acquired.
        As used herein, "employees" excludes subcontractors and
        consultants of the Licensee.  

   3.4. Academic License Option.  The specific rights, restrictions, and
        obligations under which Licensee may install and use a Program
        pursuant to the Agreement, including those related to the
        permitted Installation Type(s) associated with the Academic
        License Option selected. 

   3.5. Named User.  Licensed User designated and identified by Licensee
        as the "Named User" for a License to a Program under the
        "Standalone Named User" Installation Type. 

4. INSTALLATION AND USE.  Specific rights, obligations, and restrictions
   apply to each Academic License Option.  Licensee's right to install
   and use the Programs is determined by the Academic License Option
   acquired, including the permitted Installation Type(s) with respect
   to such Academic License Option as set forth in the table below.  By
   accepting the terms and conditions of the Agreement, Licensee also
   accepts the Academic License Option acquired, and agrees to use the
   Programs only for Academic Internal Operations.

             ACADEMIC LICENSE OPTIONS AND INSTALLATION TYPES

             Academic License Options: Permitted Installation
             Individual: Standalone Named User
             Group: Designated Computer
             Concurrent: Network Concurrent User
             Classroom: Designated Computer, Network Concurrent User


   4.1. Academic License Options and Distributed Computing. 

      4.1.1. Individual.  Except as specifically set forth in Section 
             4.1.5, the Individual License Option permits only the
             Standalone Named User Installation Type.  Program use is
             restricted to a single, designated Named User.  

      4.1.2. Group. Except as specifically set forth in Section 4.1.5, 
             the Group License Option permits only the Designated
             Computer Installation Type.  The Programs may be operated
             on up to the maximum number of Designated Computers
             licensed for each Program.  Licensee is responsible for
             ensuring that the total number of Designated Computers on
             which each Program is installed and used does not exceed
             the number licensed for each Program.  This License Option
             must be centrally administered and maintained.  Licensee
             shall be responsible for, and shall assign a central
             administrator the task of accurately counting and
             controlling the number of Designated Computers on which
             installation of each Program is allowed, and installing and
             administering the Programs including new versions of the
             Programs delivered during any paid Software Maintenance
             Service term.

      4.1.3. Concurrent.  Except as specifically set forth in Section 
             4.1.5, the Concurrent License Option permits only the
             Network Concurrent User Installation Type.

      4.1.4. Classroom.  Except as specifically set forth in Section 
             4.1.5, the Classroom License Option permits only the
             Network Concurrent User and/or Designated Computer
             Installation Types.  Notwithstanding the foregoing
             definition of Academic Internal Operations, Programs
             licensed under the Classroom License Option are further
             restricted to use in connection with on-campus computing
             facilities that are used solely in support of classroom
             instruction of students.  Research use is not permitted.

      4.1.5. Distributed Computing.  The Individual, Group, Concurrent,
             and Classroom License Options permit Licensees who also
             license both the MATLAB Distributed Computing Engine
             ("Engine") and the Distributed Computing Toolbox to install
             Programs, other than any Ineligible Program, in a central
             location on a single designated computer or on different
             computer nodes within a cluster of computers for the
             principal purpose of making available Programs sessions in
             a distributed computing environment provided that (1) the
             computer or computer cluster is controlled by a single
             license manager for each Engine, (2) the number of Program
             sessions operating at any one time is limited to the number
             of Engine workers acquired, (3) access to any Program is
             not made available (i) to any Third Party without the
             advance written consent of MathWorks, or (ii) to any user
             outside the country in which the license manager server is
             installed, unless the Licensee acquires a separate license
             from MathWorks; and (4) access to any Program, whether in
             the Engine or otherwise, remains limited to those persons
             who are Licensed Users of such Programs, and the
             Distributed Computing Toolbox.   

5. INSTALLATION TYPES.

   5.1. Standalone Named User.  The Programs may only be installed and 
        operated on one or more individual, standalone computers,
        provided the Programs are only accessible to, and operated by,
        the Named User(s) for that License.  Network installation is
        prohibited.  The locations of the standalone computers used by
        the Named User to run the Programs are not limited; the
        computers may be located at work, home, in a laboratory, or on a
        laptop.  Licensee may only designate one Licensed User access to
        or use of the Programs under each Named User License.  Licensee
        may replace the Named User for a Program, whether temporarily or
        not, no more than four (4) times per year.  A Named User may run
        multiple simultaneous Program sessions on not more than two (2)
        separate processors, whether located in the same or different
        computers, without acquiring a written license to do so.

        Alternatively, for the Windows platform only, Licensee may
        install and use the Programs on a single, designated, standalone
        computer as described in Section 5.3 below.  This Designated
        Computer Installation Type is in lieu of the Standalone Named
        User rights above, not in addition to those rights.  

   5.2. Network Concurrent User.  The Programs may only be installed in
        a central location on a single designated network server.
        Licensee may have only as many Licensed Users simultaneously
        operating a Program at any given time as the number of
        Concurrent keys acquired for that Program, except in the case of
        the Engine in which case the number of Program sessions running
        at any one time is limited to the number of Engine workers
        acquired.  Portions of the Programs may be installed on
        individual computers to accelerate startup times, as long as the
        installations on the individual computers are controlled by the
        license manager on the network server.  Subject to the
        foregoing, a Licensed User of the Concurrent License Option may
        utilize any number of computers served by a single license
        manager server provided that, before starting a Program session
        on any computer, the Licensed User checks out a Concurrent Key
        from the license manager server for that computer, and that any
        simultaneous Program sessions on each computer are not run on
        more than two (2) separate processors on each computer.
        Licensees of the Concurrent License Option are prohibited from
        providing Program access to users located outside the country in
        which the license manager server is installed. 

   5.3. Designated Computer.  The Programs may only be installed on a 
        single, designated, standalone, computer, provided the Programs
        are only operated from that computer's console by only one
        individual at any given time.  This Installation Type is
        intended to accommodate Program access from a single computer
        shared by multiple users.



THE MATHWORKS, INC. SOFTWARE LICENSE AGREEMENT - Student Version
Installation and Use Addendum   

This is an Addendum to The MathWorks, Inc. Software License Agreement
(the "Agreement"), and the terms and conditions of this Addendum are
incorporated therein.  Each capitalized term used herein and not defined
herein shall have the meaning ascribed to it in the Agreement.  

1. SCOPE.  The provisions of this Student Installation and Use Addendum
   apply to the MATLAB Student Version Program and to other Programs
   licensed under the Agreement at prices offered to students enrolled
   in degree-granting educational institutions ("Student prices").  This
   Addendum imposes certain additional obligations and restrictions with
   respect to the Programs licensed at such Student prices that are not
   contained in the Agreement.  In the event of a conflict between the
   provisions of this Addendum and the Agreement, these Addendum
   provisions shall apply.

2. ELIGIBILITY AND TERM.  Licensee must be either working toward a 
   degree or participating in a continuing education program at a
   degree-granting educational institution.  The Student License Term
   extends only for the duration of Licensee's enrollment or
   participation in such programs.

3. INSTALLATION AND USE.  If you, as the Licensee, have purchased a 
   License for the MATLAB Student Version, or other Program, at Student
   Prices, you are permitted to install and operate the Programs on one
   or more individual, standalone computers which you own or lease,
   provided the Programs are only accessible to, and operated by, you.
   Network installation is prohibited.

4. SOFTWARE MAINTENANCE SERVICE.  Software Maintenance Service is not
   available for a Student License.

5. ASSIGNMENT.   Student Licenses are nontransferable.

6. DISTRIBUTION OF STUDENT VERSION LICENSES BY DEGREE-GRANTING 
   EDUCATIONAL INSTITUTIONS.  A degree-granting educational institution
   (the "Institution") may place orders for Student Versions of Programs
   and add-on Programs for its enrolled students only for installation
   and use in accordance with this Student Version Installation and Use
   Addendum.  It is expressly understood and agreed the Institution
   shall take appropriate action to ensure (i) The MathWorks, Inc.
   Software License Agreement  (the "License") is delivered to the
   student Licensee intact with the distribution of media; (ii) media
   seal notices provided by MathWorks regarding the licensing of the
   Programs are delivered intact to the student Licensees in receipt of
   media; and (iii) student Licensees are instructed not to copy the
   Programs or use them for commercial purposes, and are required to
   de-install the Programs at the expiration of their eligibility and