VASOMEDICAL INC
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>3
<FILENAME>vaso10k2002-ex10.txt
<TEXT>
                                                                Exhibit 10.1

                      EXTENSION AND MODIFICATION AGREEMENT

     EXTENSION AND MODIFICATION AGREEMENT made this 10th day of October, 2001 by
and  between  VASOMEDICAL,   INC.,  a  Delaware  corporation   (hereinafter  the
"Company")  and JOHN C. K. HUI, an individual  residing at 7 Braemer Road,  East
Setauket, New York 11733 (hereinafter "Employee").

                              W I T N E S S E T H:

     WHEREAS,  the Company and  Employee  entered into an  Employment  Agreement
dated February 1, 1995 and an Extension and  Modification  Agreement dated March
12, 1998 (hereinafter collectively the "Employment Agreement"); and

     WHEREAS,   the  Company  and  Employee  desire  to  amend  said  Employment
Agreement.

     NOW, THEREFORE, the parties agree as follows:

     1.  Paragraph  "3" of the  Employment  Agreement  is hereby  deleted in its
entirety, and in its place and stead shall be the following:

          "3.  Term. Subject to earlier  termination on the terms and conditions
               hereinafter  provided,  the term of the Agreement  shall be for a
               three (3) year period of employment  commencing  February 1, 2002
               and ending January 31, 2005."

     2.  Paragraphs  "4(a)" and "4(c)" of the  Employment  Agreement  are hereby
deleted in their entirety and in their place and stead shall be the following:

          "4(a)Employee  shall be paid a minimum per annum base salary  equal to
               $150,000,  such  base  salary  to be  payable  in equal  periodic
               installments  in accordance  with the Company's  regular  payroll
               procedures for its executive employees. Employee's per annum base
               salary  may  be   increased   based  upon  merit  and   increased
               responsibilities   as  determined  by  the  Company's   Board  of
               Directors consistent with its salary administration guidelines."

          "4(c)Employee  shall be eligible to  participate  in the  Company's
               Management  Incentive  Plan,  as  determined  from  time to time,
               which, at the discretion of the Company's Board of Directors, may
               reward  Employee in the form of cash bonuses  and/or the granting
               of stock options."

     3. The  aforesaid  Employment  Agreement  in all other  respects  is hereby
ratified and confirmed.

     IN WITNESS  WHEREOF,  the  undersigned  have  executed  this  Extension and
Modification Agreement as of the day and year first above written.

                                        VASOMEDICAL, INC.

                                        By:  /s/ Abraham E. Cohen
                                        ----------------------------
                                        Abraham E. Cohen
                                        Chairman of the Board


                                        /s/ John C.K Hui
                                        ----------------------------
                                        John C. K. Hui
                                        Employee


</TEXT>
</DOCUMENT>
