FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER

EXHIBIT 2.2

FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER

This First Amendment (“Amendment”) to the Agreement and Plan of Merger (the “Merger Agreement”), dated as of January 31, 2005, by and among MicroMed Technology, Inc., a Delaware corporation (“MicroMed”), on the one hand, and Salmon Express, Inc., a publicly traded Nevada corporation (“Salmon”), Salmon Acquisition Corp., a Nevada corporation and wholly owned subsidiary of Salmon (“Merger Sub”), and Xxxx Xxxxx, Sr., an individual stockholder of Salmon (the “Salmon Stockholder”), on the other hand, is made and entered into to be effective for all purposes as of 16th day of May, 2005. Capitalized terms used but not defined herein shall have the meanings ascribed to those terms in the Merger Agreement.

WHEREAS, Salmon, Merger Sub, the Salmon Stockholder and MicroMed each determined to engage in the Merger pursuant to which Merger Sub will merge with and into MicroMed, with MicroMed being the surviving corporation, and the outstanding shares of MicroMed shall be converted into shares of Salmon’s common stock in the manner described in the Merger Agreement.

WHEREAS, the parties still intend to consummate the transactions contemplated by the Merger Agreement and to proceed to Closing.

WHEREAS, the parties desire to amend certain sections of the Merger Agreement.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein and in reliance upon the representations and warranties hereinafter set forth, the parties hereto hereby agree as follows:

A. Amendment of Section 6.2(a). Section 6.2(a) of the Merger Agreement is hereby amended and restated in its entirety as follows:

“(a) the Merger shall not have been consummated by July 31, 2005, whether such date is before or after the date of approval of the Merger by MicroMed’s shareholders and Salmon’s stockholders (the “Termination Date”); or”

B. Full Force and Effect. Except as expressly amended herein, all other terms and provisions of the Merger Agreement remain in full force and effect and are hereby ratified and confirmed in all respects.

C. Counterparts. This Amendment may be executed in one or more counterparts, each of which such counterparts shall be deemed an original and all of which together shall constitute one and the same Amendment.

D. Recitals. The Recitals hereto are hereby incorporated into this Amendment as if fully stated herein.

[SIGNATURES FOLLOW]

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first written above.

	MICROMED TECHNOLOGY, INC.
	By:	/S/ XXXXXX X. XXXXX
		Name: Xxxxxx X. Xxxxx Title: President and Chief Executive Officer

	SALMON EXPRESS, INC.
	By:	/S/ XXXX XXXXX, SR.
		Name: Xxxx Xxxxx, Sr. Title: President

	SALMON STOCKHOLDER
	By:	/S/ XXXX XXXXX, SR.
		Name: Xxxx Xxxxx, Sr.

 

	SALMON ACQUISITION CORP.
	By:	/S/ XXXX XXXXX, SR.
		Name: Xxxx Xxxxx, Sr. Title: President