Exhibit 10.18

EMPLOYMENT AGREEMENT BETWEEN

AMERICAN MEDICAL TECHNOLOGIES, INC. AND JUDD D HOFFMAN

THIS EMPLOYMENT AGREEMENT (the "Agreement"), is made effective as of January 1, 2007 ("Effective Date"), is entered into by and between American Medical Technologies, Inc., a Texas corporation (the "Company") and Judd D Hoffman (the "Executive"), collectively referred to herein as the "parties."

WHEREAS, the Company wishes to employ the Executive to serve as its Chief Executive Officer and President to perform lawful duties on behalf of the Company.

NOW, THEREFORE, for and in consideration of the mutual promises and conditions made herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows.

ARTICLE I

EMPLOYMENT AND TERM OF EMPLOYMENT

1.1.          Employment and Term.   The Company hereby employs Executive to render full-time services to the Company, subject to Section 2.2 of this Agreement, and except during vacation periods and reasonable periods of absence due to sickness, personal injury or other disability, or family medical leave to the extent required by applicable law, upon the terms and conditions set forth below, from the Effective Date of this Agreement until the employment relationship is terminated in accordance with the provisions of this Agreement.  This Agreement is for a term of three (3) years from the Effective Date, that is, concluding on December 31, 2009 (the "Stated Term"), unless renewed or terminated earlier as provided for herein (the "Employment Term").

1.2          Renewal.   This Agreement will be automatically renewed for an additional one (1) year period (without any action by either party) at the end of the Stated Term, that is, commencing on January 1, 2010, and on each anniversary thereof ("Renewal Period"), unless one party gives to the other written notice ninety (90) days in advance of the beginning of any of the Renewal Periods that this Agreement is to be terminated, subject to the terms of Article IV of this Agreement.

1.3.         Acceptance.   Executive hereby accepts employment with the Company and agrees to devote his full-time attention and best efforts to rendering the services described below.  The Executive shall accept and follow the reasonable and lawful direction and authority of the Company’s Board of Directors ("Board"), in the performance of his duties, and shall comply with all reasonable and lawful existing and future regulations applicable to senior management level employees of the Company and to the Company’s business.

1.4.         Termination of Prior Agreements.  Upon execution of this Agreement, all prior employment and/or consultant agreements between Executive and the Company or its subsidiaries shall be deemed terminated and there shall be no right to severance or other related benefits thereunder; provided, however, that the foregoing will not apply to any obligation of the Company or any of its subsidiaries, if any, to indemnify Executive against any losses, costs, damages or expenses.

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ARTICLE II

DUTIES OF EMPLOYEE

2.1.         General Duties.   Executive shall serve as Chief Executive Officer and President.  In such capacity, Executive shall do and perform all lawful services, acts, or other things necessary or advisable to manage and conduct the worldwide direction of the Company, including, but not limited to, the supervision, direction and control of the work force and other employees of the Company, subject to the lawful policies and direction of the Board.  To the extent consistent with the Company’s Articles of Incorporation, as amended ("Articles") and Bylaws, as amended ("Bylaws"), Executive shall have all powers, duties and responsibilities necessary to carry out his duties, and such other powers and duties as the Board may reasonably and lawfully prescribe consistent with the Company’s Articles and Bylaws.

2.2.         Exclusive Services.   It is understood and agreed that Executive may not engage in any other business activity during the Employment Term, whether or not for profit or other remuneration, without the prior written consent of the Company; provided , however , that the Executive may (i) manage personal and family investments (ii) engage in charitable, philanthropic, educational, religious, civic and similar types of activities to the extent that such activities do not in the view of the Company interfere with the business of the Company or any affiliate or subsidiary of the Company, or the performance of the Executive’s duties under this Agreement, (iii) subject to the approval of the Board, serve as a director or as a member of an advisory board of another business enterprise, and (d) engage in passive investment in non-competing businesses and participate on non-profit boards.

2.3.         Reporting Obligations.   In connection with the performance of his duties hereunder, the Executive shall report directly to, and take direction from, the Board.

ARTICLE III

COMPENSATION AND BENEFITS OF EMPLOYEE

3.1.         Annual Base Salary.   The Company shall pay the Executive salary for the services to be rendered by him during the Employment Term at the rate of two hundred and ten thousand dollars ($210,000) annually (prorated for any portion of a year), subject to increases, if any, as the Board may determine in its sole discretion after periodic review of the Executive’s performance of his duties hereunder not less frequently than annually.  Notwithstanding the foregoing, Executive’s annual base salary shall increase as of the first day of each anniversary year of the Effective Date in an amount that is no less than five percent (5%), provided, however, that there shall not be any increase in base salary if at the anniversary date designated above either party to this Agreement has issued a notice of termination as described in this Agreement.  Such base salary shall be payable in periodic installments in accordance with the terms of the Company’s regular payroll practices in effect from time to time during the term of this Agreement, but in no event less frequently than once each month.

3.2.         Bonuses.   In addition to the base salary and other benefits provided to Executive hereunder, Company shall also pay the following bonus to Executive:

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(a)           The Company agrees to pay to Executive a cash bonus which shall be calculated as follows: (i) A bonus to be earned when and if the Company’s net operating profit reaches $500,000 for the calendar year 2007.  The bonus to be paid shall be 15% of the $500,000 together with 10% of any net operating profit above this $500,000 amount.  Upon the Company’s reaching or exceeding this goal of operating net profit, Employee shall have the option of accepting payment of the bonus in cash or accepting 250,000 shares of Company common stock at an option price of $0.20 (20/100 Dollars) per share (which the parties agree represents the market price on the date of this Agreement).  For such bonus, the documentation to be used to determine eligibility shall be the usual profit and loss and/or balance sheet statements prepared by the Company in the ordinary course of business.  Any bonus which is earned and due and payable to Executive shall be payable in one lump sum within thirty (30) days after the issuance of the 10-K annual report following the end of the calendar year 2007, provided, however, that if Executive is not employed with Company for all of 2007 but the Company achieves the operating profit levels identified herein while Executive is employed with the Company, then the Company shall pay the bonus called for by this Paragraph 3.2(a) pro rated based upon the number of months the Executive is employed with the Company during calendar year 2007.   All of the foregoing options shall have an exercise term of no less than five (5) years from the date of each vesting within which they must be exercised.

3.3.         Expenses.   The Company shall pay or reimburse the Executive for all reasonable, ordinary and necessary business expenses actually incurred or paid by the Executive in the performance of Executive’s services under this Agreement in accordance with the expense reimbursement policies of the Company in effect from time to time during the Employment Term, no later than thirty (30) days following Executive’s presentation of such accurate supporting documents as the Company may require, provided, however, that any anticipated expense to be incurred by Executive which exceeds $10,000.00 must first be authorized by the Board in writing to be eligible for reimbursement.

3.4.         Vacation.   The Executive shall be entitled to three (3) weeks paid vacation for each calendar year (prorated for any portion of a year, as applicable).  Notwithstanding anything to the contrary in this Agreement, vacation time shall cease to accrue beyond six (6) weeks at any given time during the Employment Term, and vacation time shall again accrue up to the maximum when Executive uses up vacation time to drop the vacation accrual below the maximum.

3.5.         General Employment Benefits.   Except where expressly provided for herein, the Executive shall be entitled to participate in, and to receive the benefits under, any pension, health, medical life, accident and disability insurance plans or programs and any other employee benefit or fringe benefit plans that the Company makes available generally to its employees, and any such benefits and/or levels of benefits available to senior management of the Company, as the same may be in effect from time to time during the Employment Term.

3.6.         Stock Options.

(a)           On the Effective Date, Executive is hereby granted options to purchase one hundred thousand (100,000) shares of common stock of the Company at 20/100 dollars

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($.20) per share.  Executive may sell such vested shares within twelve (12) months of the Employment Term only if the Employment Term ends due to a termination by Employer without cause (Section 4.3 of this Agreement) or by Executive with good reason (Section 4.6 of this Agreement.)

(b)           On the Effective Date, Executive is hereby granted options to purchase seven-hundred and fifty thousand (750,000) shares of common stock of the Company at the 20/100 dollars ($.20) per share.  One third of such options shall vest on the last day of the first, second and third years of the Employment Term resulting in one hundred percent (100%) vesting on the end of the third year of the Employment Term, that is, on December 31, 2009.

(c)            All of the foregoing options shall have a term of no less than five (5) years from the date of each vesting within which they must be exercised.

3.7.         Location; Travel .  In connection with his employment during the Employment Term, unless otherwise agreed by the Executive in writing, the principal place where Executive shall office and provide services to the Company shall be within a ten mile radius of Executive’s principal residence, which is currently Redondo Beach, California ("Office Area").  Executive will undertake business travel on behalf of the Company, the authorized expenses of which shall be paid by the Company pursuant to Section 3.3 of this Agreement.

ARTICLE IV

TERMINATION OF EMPLOYMENT

4.1.         Termination.   The Employment Term may be terminated earlier as provided for in this Article IV, or extended as set forth herein.  In the event of any termination, in addition to any other obligations of Company set forth below (e.g., Severance Benefits), Company shall pay Executive (or the designated beneficiary as provided in Section 6.8 below, or the estate or personal representative of Executive ): (a) any accrued but unpaid salary, accrued but unused vacation time, un-reimbursed expenses which otherwise would be reimbursed in the normal course and vested benefits under any of the Company’s benefit plans in which the Executive and/or his dependents or beneficiaries are participants or otherwise eligible for such benefits; (b) the bonus identified in Paragraph 3.2 which has been previously declared but not yet paid, according to the terms stated therein; and (c) any other amounts due to Executive pursuant to this Article IV.

4.2.         Termination by Company for Cause.   The Company reserves the right to terminate the Employment Term for cause upon: (a) Executive’s willful failure or refusal to perform his duties with the Company (other than such failure resulting from his incapacity due to physical or mental illness); (b) Executive’s engaging in gross misconduct in connection with Executive’s work for Company; (c) Executive’s breach of this Agreement, or (d) Executive’s conviction of a felony, or an act of fraud against the Company or its affiliates; provided , however , the Company may not terminate the Executive’s employment for cause unless the Company has first provided Executive with written notice, specifying the act or acts alleged to constitute cause, and provided the Executive with a period of thirty (30) calendar days to cure the failure, unless the cause is the Executive’s conviction for a crime or his engaging in an act of fraud or gross misconduct, in which case he will not be entitled to any cure period, and such notice of termination will be effective immediately.  Upon a termination for cause, Executive shall not be entitled to

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any Severance Benefits (as defined below) and all stock options of the Company granted to Executive which have not vested shall be canceled.

4.3.         Termination by Company Without Cause.   Notwithstanding anything to the contrary in this Agreement, the Company reserves the right to terminate the Employment Term at any time upon ninety (90) days’ advance written notice to Executive, without cause, subject to the express terms and provisions set forth in Sections 4.5 and 4.6 of this Agreement.

4.4.         Voluntary Termination by Executive.   Notwithstanding anything to the contrary in this Agreement, Executive may terminate this Agreement at any time upon ninety (90) days’ advance written notice to the Company, subject to the terms and provisions below.  Except in the case of a termination for "good reason", as set forth in Section 4.7 of this Agreement, the Company shall not be obligated to pay any Severance Benefits to Executive if Executive terminates this Agreement pursuant to this Section 4.4 of this Agreement.

4.5.         Severance Benefits.   If the Employment Term is terminated by Company "without cause" (as set forth in Section 4.3 of this Agreement), or Executive terminates his employment for "good reason" (as set forth in Section 4.6 of this Agreement), Company shall provide Executive (or the designated beneficiary, as provided in Section 6.8 below, or the estate or personal representative of Executive) "Severance Benefits" as follows:  (a) an immediate one-time lump-sum cash payment equal to twelve (12) months of Executive’s annual base salary as provided for in Section 3.1 of this Agreement, or Executive’s then current rate of compensation, whichever is greater, less any taxes that must be withheld; and (b) any portion of any stock options granted by Company to Executive pursuant to Section 3.6 or otherwise shall immediately vest and all such options shall be exercisable until and including ninety (90) days after the termination, provided, however, that Executive shall not be entitled to receive any of such Severance Benefits unless he (or his duly designated representative if he is dead or disabled) shall first have executed before a notary and delivered to the Company a Release of All Claims of any kind or character he may have against the Company (other than claims arising out of the Company’s failure to comply with the severance terms), and such Release shall have become effective under applicable law.

4.6.          Termination by Executive for Good Reason. The Executive may terminate the Employment Term for "good reason" after giving the Company written notice thereof, if the Company shall have failed to cure the event or circumstance constituting "good reason" within ten (10) business days after receiving such notice. Good reason shall mean the occurrence of any of the following without the written consent of the Executive: (a) the assignment to the Executive of duties inconsistent with this Agreement or a change in his reporting obligations, positions, titles or authority; (b) any failure by the Company to comply with Article III hereof; (c) the failure of the Company to comply with and satisfy Section 6.2 of this Agreement; (d) a Change of Control (as defined in Section 4.7 of this Agreement) or a termination by Employee following the commencement of any discussion with a third person that ultimately results in a Change in Control; (e) the relocation of the principal place where the Executive regularly performs services for the Company outside of the Office Area; (f) any breach of this Agreement by the Company; or (g) any misrepresentation by Company to any government or other felony violation of law.  The Executive’s continued employment shall not constitute consent to, or a waiver of rights with respect to, any act or failure to act constituting "good reason" hereunder,