PATIENT INFOSYSTEMS INC
SECOND ADDENDUM TO CREDIT AGREEMENT
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>5
<FILENAME>secaddca.txt
<DESCRIPTION>SECOND ADDENDUM TO CREDIT AGREEMENT
<TEXT>

                                 SECOND ADDENDUM
                                       TO
                               SECOND AMENDED AND
                            RESTATED CREDIT AGREEMENT

THIS SECOND ADDENDUM to Second Amended and Restated Credit Agreement ("Second
Addendum") is made as of the 28th day of March, 2003 by Wells Fargo Bank,
National Association, successor-in-interest to Wells Fargo Bank Iowa, National
Association (the "Bank") and Patient Infosystems, Inc. (the "Borrower").

Recitals:

A.   The Bank and the Borrower entered into a Second Amended and Restated Credit
     Agreement,  with an Effective Date of March 28, 2002 ("Credit  Agreement"),
     as  amended by a First  Addendum  to Second  Amended  and  Restated  Credit
     Agreement  entered  into by the Bank  and the  Borrower  on June 28,  2002,
     pursuant  to which the Bank made  available  to the  Borrower a  $3,000,000
     revolving line of credit. Borrowings under the Line are currently evidenced
     by  a  $3,000,000.00  promissory  note,  dated  June  28,  2002  ("Existing
     Revolving Note").

B.   As of March  28,  2003  there is owed on the  Existing  Revolving  Note the
     principal  amount of $3,000,000 and accrued,  unpaid interest in the amount
     of $14,842.25.

C.   The  Borrower  has  requested  that the Bank  extend the Line  Availability
     Period to January 2, 2004.

D.   The Bank and the Borrower  wish to amend the Credit  Agreement  pursuant to
     the terms of this Second Addendum.

NOW, THEREFORE, in consideration of the premises and mutual covenants contained
herein it is agreed:

1.   All terms not  otherwise  defined in this  Second  Addendum  shall have the
     meaning given to such term in the Credit Agreement.  The recital paragraphs
     are hereby incorporated as though fully set forth in this Second Addendum.

2.   Notwithstanding  the  execution  of the Credit  Agreement  or any  addendum
     thereto,  or the delivery of all  documents  in  furtherance  thereof,  the
     obligation  of the Bank to make  any  advance  on the Line and this  Second
     Addendum becoming effective shall be subject to the timely  satisfaction of
     the following conditions precedent:

     a)   No event  of  default  or event  which  will  mature  into an event of
          default, shall have occurred and be continuing.

     b)   The  representations  and warranties of the Borrower  contained in the
          Documents  shall be true and  correct as of the date of any advance on
          the Line.

     c)   The Borrower shall have  delivered to the Bank copies,  duly certified
          as of the date of this Second Addendum by the Borrower's  secretary of
          (i) the resolutions of Borrower's  board of directors  authorizing the
          execution  and  delivery of this  Second  Addendum  and the  Documents
          required by this Second Addendum,  (ii) all documents evidencing other
          necessary  Borrower  action,  and  (iii)  all  approvals  or  consents
          required, if any, with respect to the Documents.

     d)   The Borrower  shall have  delivered to the Bank a  certificate  of its
          secretary  certifying the name(s) of the person(s)  authorized to sign
          this Second  Addendum and the Documents,  and all other  documents and
          certificates of the Borrower to be delivered hereunder,  together with
          the true signatures of such person(s).

     e)   The Borrower shall have delivered this Second  Addendum which shall be
          in a form  and  content  satisfactory  to the  Bank,  executed  by the
          parties  specified  therein,  and all other  documents,  certificates,
          opinions and statements requested by the Bank.

     f)   The Bank shall have received  amendments to each Standby L/C described
          below,  in  substantially  the form of the attached  Exhibit "A" which
          extends the expiration date of each Standby L/C to February 2, 2004:

     i)   Issued by West Des Moines  State Bank on account of John  Pappajohn in
          the amount of $750,000;  ii) Issued by Manufacturers and Traders Trust
          Company on account of Derace L. Schaffer in the amount of $1,250,000;

     g)   The Borrower shall have  delivered the  Modification  Agreement  which
          shall be in a form and content  satisfactory to the Bank,  executed by
          the parties specified therein.

     h)   The Borrower shall have reimbursed the Bank for all expenses  incurred
          by it in  connection  with this  Second  Addendum,  including  but not
          limited to, attorney's fees.

3.   Section 1.2 (Line  Availability  Period) of the Credit  Agreement is hereby
     deleted and the following new Section 1.2 is substituted in lieu thereof:

          1.2 Line Availability Period. The "Line Availability Period" will mean
          the  period of time from the  Effective  Date or the date on which all
          conditions  precedent  described  in this  Agreement  have  been  met,
          whichever is earlier, through and including January 2, 2004 (the "Line
          Expiration Date").

4.   The  Borrower  does hereby  release and forever  discharge  the Wells Fargo
     Bank, National  Association,  Wells Fargo Bank Iowa, National  Association,
     Wells Fargo & Company, and their respective  affiliates and their officers,
     directors,  attorneys,  agents, employees,  successors and assigns from all
     causes of action,  suits,  claims and demands of every kind and  character,
     liquidated or unliquidated,  fixed, contingent,  direct or indirect without
     limit, including any action in law or equity, which the Borrower now has or
     may ever have had against  them, if the  circumstances  giving rise to such
     causes of action, suits, claims and demands arose prior to the date of this
     Second Addendum.

5.   Except as modified by this Second Addendum, all the terms and conditions of
     the Credit Agreement, as amended, shall remain in full force and effect.

6.   The  Credit  Agreement,  as  amended,  embodies  the entire  agreement  and
     understanding between the Borrower and the Bank with respect to the subject
     matter thereof and supercedes all prior agreements and understandings among
     such parties with respect to the subject matters thereof.

IMPORTANT:  READ  BEFORE  SIGNING.  THE TERMS OF THIS  AGREEMENT  SHOULD BE READ
CAREFULLY BECAUSE ONLY THOSE TERMS IN WRITING ARE ENFORCEABLE. NO OTHER TERMS OR
ORAL  PROMISES NOT CONTAINED IN THIS WRITTEN  CONTRACT MAY BE LEGALLY  ENFORCED.
YOU MAY CHANGE THE TERMS OF THIS  AGREEMENT ONLY BY ANOTHER  WRITTEN  AGREEMENT.
THIS NOTICE ALSO APPLIES TO ANY OTHER CREDIT  AGREEMENTS  (EXCEPT CONSUMER LOANS
OR OTHER EXEMPT TRANSACTIONS) NOW IN EFFECT BETWEEN YOU AND THIS LENDER.

IN WITNESS WHEREOF, the parties have executed this Second Addendum as of the day
and year first above written.

PATIENT INFOSYSTEMS, INC.


By /s/Kent A. Tapper
   --------------------------
Its Vice President
    -------------------------


WELLS FARGO BANK, NATIONAL ASSOCIATION


By /s/Elizabeth M. Emde
   ---------------------------------------------
     Elizabeth M. Emde, Assistant Vice President



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