FIRST AMENDMENT TO LEASE

This FIRST AMENDMENT TO LEASE (this “ Amendment ”) dated as of March 20, 2008 is entered into by and between BEAR STREET ASSOCIATES, LLC , a Texas limited liability company (“ Landlord ”), and AMERICAN MEDICAL TECHNOLOGIES, INC. , a Delaware corporation   (“ Tenant ”).

1.            Recitals .

1.1           Reference is made to that certain Lease dated April 13, 2006 (as amended from time-to-time, the “ Lease ”) between Sepulveda Group, LLC, a California limited liability company (predecessor-in-interest to Landlord) and Tenant, pursuant to which Tenant leases from Landlord certain premises located in Nueces County, Texas, as more specifically described in the Lease (the “ Premises ”).  Capitalized terms used in this Amendment but not defined shall have the meaning given in the Lease.

1.2           Landlord has entered into or is contemplating entering into an agreement to sell the real property on which the Premises is located (the “ Property ”) to Magnum Oil Tools or Lynn Frazier (or a party affiliated with one of these parties) (“ Buyer ”).

1.3           Tenant has requested that Landlord modify the Lease, and Landlord is willing to so modify the Lease, upon and subject to the sale of the Property to Buyer and other terms set forth herein.

1.4           Accordingly, for good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties hereto agree as follows.

2.            Amendment .  The parties agree to amend the Lease as follows.

3.            Effectiveness .  This Amendment is contingent upon and shall be effective only upon the closing of the sale of the Property to Buyer as established by the recordation the deed transferring the Property from Lender to Buyer in the official records of Nueces County, Texas (the “ Sale ”).  The “ Sale Date ” shall be the date that the deed transferring the Property from Bear Street Associates, LLC to Buyer is recorded in the official records of Nueces County, Texas.

4.            Early Termination .  Subject to the closing of the Sale, the Lease shall terminate on the date (the “ Termination Date ”) which is the earlier of (a) thirty (30) days following written notice of termination from Tenant to the current landlord under the Lease (the “ Termination Notice ”), or (b) ninety (90) days after the Sale Date.  In no event may a Termination Notice be sent prior to the Sale Date.  Landlord shall use commercially reasonable efforts to provide Tenant with twenty (20) days prior written notice of the Sale Date.

5.            Obligations of Tenant .  Nothing in this Amendment shall affect Tenant’s obligations under the Lease prior to the Termination Date.  Tenant shall be obligated for the payment of rent, utilities, insurance, real estate taxes, operating expenses and any other obligation of Tenant under the Lease through and including the Termination