EXHIBIT 10.0
                           REVISED LICENSING AGREEMENT

The  following  summarizes  the agreement for the outstanding royalties and note
payments:

The  current  unaudited  balance  is  $88,914.18, including accrued interest and
royalties  through  2002.

Vapotherm  will  make  an  immediate  payment  of  $8,914.18  to  Transpritator
Technologies,  Inc.  by  bank  check.  Transpirator  will  extend the balance of
$80,000  into a Promissory note with interest at 1% above the current prime rate
maturing  March  30,  2003. Future royalties will be paid quarterly according to
the  license  agreement  and  interest  will accrue to the maturity of the note.

Vapotherm  will  extend  the  term  of  the  agreement  dated  May 4, 1997 to an
expiration  date  of  September  27,  2006.  See  section  5  below for original
expiration  date.

To  ensure  that  we  have  a  mutual  understanding on the terms of the license
agreement  dated  May  4,  1997, a number of clarifications are itemized here to
ensure  we're  in  complete  agreement:

     1.   All  calculations  for  royalties are based on Section II of Exhibit B
          ("New  Products"). (Note: If Vapotherm elected to manufacture and sell
          the  original  designs  of the MT-1000 or the MT-3000, Section I would
          apply).  This  covers the respiratory therapy units sold by Vapotherm,
          currently  the Vapotherm 2000i, as well as the Vapotherm(TM) 5000 home
          care  unit  when  it  is launched during this year. Future versions of
          these units will be covered as well. The license agreement also covers
          the  sale  of vapor transfer cartridges by Vapotherm, with the royalty
          rate  on  the  cartridges at 50% of the rate being applied to the base
          units.

     2.   Royalties  applied  to  the  base therapy units (e.g. 2000i, 5000) are
          based  on annual sales volumes and will be 5% for the first $1,000,000
          in sales of those units each year, 3.5% of those sales from $1,000,001
          to  $2,000,000  and 2.5% of those sales above $2,000,000. For example,
          according  to the above formula, $10,000,000 in sales of base units in
          any  given  year would pay a royalty of $285,000, or an effective rate
          of  2.85%.  All  cartridges sold during this period, with be at 50% of
          the  rate  applied  to  the  base  units.

     3.   The minimum royalty prepayment of $175,000, of which $102,500 was paid
          in  cash,  with  the  balance  covered  in  the Promissory note, was a
          license  fee,  and  is  not  applied  as credit against future royalty
          payments.

     4.   The  license  can be fully paid up, with all title and interest in the
          technology,  at  any  time  by Vapotherm with a payment of $2,000,000.
          This  payment  is  in addition to any royalties previously paid and/or
          accrued.

     5.   The  license agreement expires concurrently with the expiration of the
          licensed  patent  #4,773,410.  The  patent  has  an expiration date of
          September  27,  2005. By this letter, we are extending the term of the
          license agreement to one year beyond that date, or September 27, 2006.

     6.   Vapotherm,  Inc.  is  in the business of developing, manufacturing and
          marketing  products  used in the treatment of chronic lung disease and
          acute  breathing  disorders.  As  such,  we  may  choose to acquire or
          develop  technologies  that  utilize  other  methods  of  providing
          respiratory  therapy  (for  example,  ventilators,  positive  pressure
          devices). The license agreement requires Vapotherm to pay royalties on
          devices  that  incorporate  the  technology developed utilizing patent
          number  4,773,410  only.


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     7.   Transpirator  maintains  the  right  to  audit Vapotherm's records, at
          Transpirator's  expense,  to  ensure  the  calculation of royalties is
          consistent  with  this  agreement.

Acceptance  of  this  letter and the Vapotherm payment of $8,914.18 acknowledges
our  mutual  agreement  as to the validity and terms of the license agreement as
stated above, as well as the satisfaction of all past and current obligations of
Vapotherm, Inc. to Transpirator Technologies, Inc.  Furthermore, this letter and
the  license  agreement  between  Vapotherm, Inc. and Transpirator Technologies,
Inc. contain the entire agreement among and between the parties.  No other terms
are  agreed  or  implied.

Agreed  by:
/s/Ray  Romano,
----------------------------
Chairman  &  CEO
Transpirator  Technologies,  Inc.

Agreed  by:

/s/Robert  Storey                             /s/Bill  Niland
---------------------                         -------------------
President  &  CEO                             Chairman
Vapotherm,  Inc.                              Vapotherm,  Inc.

Date:
September  25,  2002



PAYMENT  WORKSHEET
------------------


Current  Promissory  Note  Principal               $72,500.00

Accrued  Interest                                 $  1,721.88

Accrued  Royalties  (1Q  &  2Q  2002)              $14,692.30
                                                  -----------


          Total  Payment                           $88,914.18


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