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Letter of Intent - Life Sciences Inc., Beijing Aokai Automation System Engineering Co. and Yamed Medical Instrumentation Co Ltd.

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                                LETTER OF INTENT

            LIFE SCIENCES, INC. WITH BEIJING AOKAI AUTOMATION SYSTEM
           ENGINEERING CO. AND VAMED MEDICAL INSTRUMENTATION CO. LTD.

This shall serve to confirm the understanding of the parties with respect to a
proposed Joint Venture by and between Life Sciences, Inc. ("LSI"), a St.
Petersburg Florida company having its principal offices at 2900 72nd Street
North, St. Petersburg Florida, USA; Beijing Aokai Automation System Engineering
Co. ("BAKASC") a Beijing, China company having its principal offices at fl: 12
Chengxiang Hua mao Building A-23 Fuxing Road Haidiam Distyic, Beijing China and
Vamed Medical Instrumentation Co. Ltd. ("VAMED") a Foshan, Guangdong, China
Company having its principal offices at 6 Harbour Road, Foshan City, Guangdong
China.

     WHEREAS, LSI is a producer of molecular biology enzymes and related
reagents together with complete kits that incorporate these components in unique
combinations for applications in molecular biology and will require instrument
design and manufacturing resources of the types possessed by VAMED, and

     WHEREAS, VAMED is the manufacturer of an Enhanced External Counterpulsation
(EECP(R)) apparatus used in patient treatment in a noninvasive, outpatient
procedure to relieve angina by improving perfusion in areas of the heart
deprived of adequate blood supply, and

     WHEREAS, BAKASC desires to join in this joint venture as an equity investor
and has committed to provide a substantial portion of the start-up working
capital and raise from outside sources the additional capital necessary to fund
the intermediate development stage of the proposed joint venture together with
participating in the regulatory approvals and marketing of the products of the
proposed joint venture:

NOW, THEREFORE, the parties hereto express their intent to establish to a joint
venture to create, market and distribute nationally, in China, and in other
countries, all of the products of the joint venture within the limitations
defined by the contractual commitments of each of VAMED and LSI:

         1.       The joint venture shall be established as a separate Foshan,
                  Guangdong China Corporation ("Life Sciences Foshan Co."
                  [LSFC]) having total capital of $US 1,500,000 of which 70%
                  ($US $1,050,000) shall be registered capital. Each of LSI,
                  BAKASC and VAMED shall own 51%, 29%, and 20% respectively of
                  the capital stock of LSFC. The accompanying table at the end
                  of this document is incorporated to illustrate this
                  distribution. LSFC shall have a Board of Directors of four (4)
                  persons; two (2) nominated by LSI, one (1) nominated by
                  BAKASC, and one (1) nominated by VAMED. The affirmative vote
                  of three (3) directors shall be required for any corporate
                  action by LSFC.

         2.       LSI shall:

                  (a)     Contribute a 51% pro rata share of the cash component
                          of the initial registered capital of LSFC amounting to
                          $US 306,000. Within 24 months of the issuance of the
                          Business Certificate of LSFC, LSI shall make
                          additional contributions to the registered capital of
                          LSFC comprised of intellectual property (IP) valued a
                          not less than US$ 200,000 and equipment valued at not
                          less than $29,500. Within the same 24 month period,
                          LSI shall


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<PAGE>   2

                           make further contributions to the total capital of
                           LSFC of specialized equipment valued at not less than
                           US$229,500.

                  (b)      Make available to LSFC a fully paid up license as
                           required to implement the production and sale of
                           dried, thermostable nucleic modifying enzymes and
                           other components utilized in molecular biology
                           research, clinical diagnosis utilizing nucleic acid
                           amplification and other related applications.

                  (c)      Make available to LSFC a fully paid up licenses as
                           required to develop produce and sell in China and
                           Taiwan diagnostic test kits based on the nucleic
                           acid sequence based amplification (NASBA) technology
                           for detection of human pathogens in clinical
                           specimen and in environmental related matrices to
                           include air and water.

                  (d)      Provide skilled management to plan and direct the
                           development of the capability within the joint
                           venture to develop, produce, and sell molecular
                           biology enzymes and reagents and complete test kits
                           that combine these materials in unique ways to enable
                           the detection of specific pathogens and related
                           applications.

                  (e)      Provide skilled management to develop and install
                           accounting and other internal control system that
                           satisfy the reporting requirements for United States
                           registered public companies and Chinese commercial
                           entities.

         3.       BAKASC shall:

                  (a)      Contribute a 29% pro rata share of the cash
                           component of the initial registered capital of LFSC
                           amounting to US$174,000. Within 24 months of the
                           issuance of the Business Certificate of LSFC BAKASC
                           shall provide additional funds totaling US$261,000
                           of which US$130,500 will be added to the registered
                           capital of LSFC.

                  (b)      Contribute its best efforts to secure as needed, the
                           additional US$5 million in working capital that the
                           Parties project will be required to achieve LSFC's
                           2-3 year objectives for development, regulatory
                           approval and production and sale in China and Taiwan
                           of its own NASBA based diagnostic tests for
                           detection of pathogens in clinical specimen.

                  (c)      Provide skilled managers or experts to represent
                           LSFC before National (China) regulatory and
                           administrative agencies.

                  (d)      Provide skilled management to develop an administer
                           networks for distribution and sale in China of the
                           products of LSFC during the initial 2-3 years of the
                           operations of LSFC.

         4.       VAMED shall:

                  (a)      Provide a 20% pro rata share of the cash component of
                           the initial registered capital of LSFC amounting to
                           US$120,000. Within 24 months of the issuance of the
                           Business Certificate of LSFC, VAMED shall make
                           additional contributions to the registered capital of
                           LSFC of US$90,000 of and further contributions of
                           US$90,000 to the total capital of LSFC of which
                           US$75,000 shall be IP. These latter contributions
                           shall be in the form of VAMED's corporate assets to
                           include its manufacturing, office and miscellaneous
                           equipment and furnishings, real property leases and
                           intellectual property related to its current good
                           manufacturing practices (cGMP) certification by the
                           U.S. Food and Drug Administration (FDA). In addition,
                           within 60 days of the issuance of the Business
                           Certificate of LSFC, the EEPC Advisory Committee
                           shall notify the FDA of the change in the business
                           name of VAMED effected by the formation of LSFC.

                  (b)      Provide skilled management to sustain the operation
                           of the manufacturing facility for production of
                           complete EECP apparatus; new and replacement parts
                           for EECP apparatus;

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<PAGE>   3

                           instruments produced for the molecular biology
                           operations of LSFC and instruments produced for
                           others on an OEM basis.

                  (c)      Provide skilled management to sustain the
                           administration of LSFC to include VAMED's current
                           operations and the expanded operations
                           contemplated by the Business Plan of LSFC.

                  (d)      Provide skilled managers or experts to maintain the
                           current and future requirements for implementation
                           of FDA and SDA cGMPs and other regulatory
                           requirements.

         5.       The Parties have mutually agreed to the following additional
                  organizational, administrative and financial considerations
                  that will be reflected in the LSFC's Certificate of
                  Incorporation (Charter), By-Laws or Joint Venture Agreement,
                  as appropriate.

                  (a)      At formation, the original Directors and Officers of
                           LSFC shall be:


                                                             
                  Simon Srybnik           (LSI nominee)            Chairman of the Board, CEO, Director
                  Wang Ben                (LSI nominee)                   Director
                  Tan Jian                (BSKASC nominee)                Director
                  Ma Ji                   (VAMED nominee)                 Director
                  Li Xi-chang                                             President, COO
                  Alex Burns                                              Executive Vice President
                  -------------                                           Chief Financial Officer
                  Ma Jun                                                  Secretary


                  (b)      EECP Operations

                           The EECP operations and molecular biology and OEM
                           instrumentation manufacturing of LSFC will be
                           operated under the direct oversight of an Advisory
                           Committee comprised of the members of the Board of
                           Directors of Vamed Medical Instrument Co. Ltd.
                           immediately prior to the formation of LSFC.

                           The EECP Advisory Committee shall have total claim,
                           for the benefit of the shareholders of Vamed Medical
                           Instrument Co. Ltd., and full rights for distribution
                           of profits arising from the sale of the current
                           family of EECP products to included complete
                           apparatus and new and replacement parts. Such profits
                           shall be made available for distribution by the Board
                           of Directors of LSFC within 30 days of the rendering
                           of an audit opinion to the LSFC Board of Directors by
                           LSFC's independent auditors.


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The Parties contemplate the final agreement with respect to matters set forth
in this Letter of Intent shall be executed prior to October 15, 2000. In the
interim period an during any period of delay after October 15, 2000, each of
LSI, BAKASC and VAMED is fully committed to pursue the critical elements of the
LSFC Business Plan developed during the organizational meetings held on July
8-13, 2000 at Foshan, Guangdong China. Expenditures of funds by each of the
parties during the interim and delay periods in furtherance of this Plan shall
be treated as loans to LSFC and repaid from the proceeds from the initial
distribution of the securities of LSFC to the parties to the Joint Venture upon
issuance of its Business Certificate. All expenditures related to the
organization of LSCP shall be made in China. The said final agreement shall be
subject to the approval of the board of directors of each party hereto.

July 18, 2000.

Life Sciences, Inc.


/s/ ALEX A. BURNS
----------------------
Alex A. Burns



Beijing Aokai Automation System Engineering Co.


/s/ Tan Jian
----------------------
Tan Jian



Vamed Medical Instrument Co. Ltd.


/s/ Ma Ji
----------------------
Ma Ji



------------------------------------------------------------------------------------------------------
             TOTAL INVESTMENT    INITIAL REGISTERED      2ND REGISTERED CAPITAL           FINAL 30% OF
                   (TI)         CAPITAL (40% OF TI)    (30% OF TI; WITHIN 24 MO.)              TI
------------------------------------------------------------------------------------------------------
                                                                           
LSI                $  765,000         Cash $306,000                  IP $200,000        EQP  $229,500
(51)%                                                               EQP $ 29,500
------------------------------------------------------------------------------------------------------
BAKASC             $  435,000         Cash $174,000                Cash $130,500        Cash $130,500
(29)%
------------------------------------------------------------------------------------------------------
VAMED              $  300,000         Cash $120,000              Assets $ 90,000          IP $ 75,000
(20)%                                                                                 Assets $ 15,000
------------------------------------------------------------------------------------------------------
Total              $1,500,000              $600,000                     $450,000             $450,000
------------------------------------------------------------------------------------------------------



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