1 EXHIBIT 10(a) [MFC MERCHANT BANK S.A. LETTERHEAD] July 6, 1998 Mr. Johnnie Williams Director of Research Eye Technology, Inc. 16 South Market Street Petersburg, VA 23803 Dear Mr. Williams, This letter will serve to outline the amendments to the...

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                                                                   EXHIBIT 10(a)


                      [MFC MERCHANT BANK S.A. LETTERHEAD]



July 6, 1998






Mr. Xxxxxxx Xxxxxxxx
Director of Research
Eye Technology, Inc.
00 Xxxxx Xxxxxx Xxxxxx
Xxxxxxxxxx, XX
00000


Dear Xx. Xxxxxxxx,

This letter will serve to outline the amendments to the Receivable and Inventory
Financing Agreement that will be assigned from NationsBanc Commercial
Corporation dated July 17, 1996.

Eye Technology, Inc. agrees that no more credit will be granted under the
Financing Agreement.

We will not call the loan prior to January 1, 1999, unless Eye Technology, Inc.
is in further default of interest payment, Bankruptcy, insolvency or
significant deterioration of assets greater than 50% as of March 31.

Eye Technology, Inc. retains the right to prepay the loan prior to maturity
without penalty.

MFC Merchant Bank S.A. reserves the right of offset in the case of further
default.


Yours truly,                                      Accepted:

/s/ XXXXXXX X. XXXXX                              /s/ XXXXXX XXXXXXXX

Xxxxxxx X. Xxxxx                                  Xxxxxx Xxxxxxxx