Exhibit 10.4


                                INFORMEDIX, INC.
                             GEORGETOWNE OFFICE PARK
                               5880 HUBBARD DRIVE
                            ROCKVILLE, MD 20852-4821

            FAX: 301-984-9096                           TEL: 301-984-1566

                                                                 Ref:   20030519
                                                                October 23, 2003

Arthur T. Healey
2508 Hunsberger Drive                                 Tel: 1-610-780-9251
Limerick, PA                                    eMail: Art.Healey@InforMedix.com
      19468

                              EMPLOYMENT AGREEMENT

Dear Art:

      The purpose of this letter  agreement (the  "Agreement") is to confirm the
engagement of Employee,  Art Healey ("Employee"),  as an employee of InforMedix,
Inc. (the  "Company") as Chief  Financial  Officer (CFO) and General Counsel for
InforMedix,  Inc.  It is the intent of each  party to clarify  the terms of this
Agreement in a more  definitive  agreement  (the  "Definitive  Agreement") to be
drafted by Company's  legal  counsel.  The  following  describes  the  Company's
business,  and within this business, the responsibilities of the position of CFO
and General Counsel for InforMedix, Inc.
      InforMedix  is a  company  that  manufactures  and will  begin to market a
portable,  patient-based,   medical  device  that  monitors  patient  medication
compliance,  health status, and quality of life for clinical trials. The product
electronically   links   patients   and   healthcare    professionals   via   an
Internet-accessible database to reduce the time-to-market for new drugs, improve
data integrity and patient safety in clinical  trials,  improve health  outcomes
and reduce  healthcare  costs. The Mission of the company is "To Improve Patient
Medication  Compliance  for a Healthier  World."  The Company  holds the pioneer
patent portfolio in this field.

1.        DUTIES

           A.  This  position  reports  to  both  the  Chairman  and CEO and the
President and COO. The CFO is also an officer of the corporation.
       The primary  responsibilities  as CFO are to:  develop  sales  forecasts;
present to the investment community and shareholders on road shows and at annual
meetings,  respectively;  provide financial proforma modeling;  develop relevant
financial statements for accounting purposes;  provide liaison with any auditing
entities for purposes of financial  reporting;  support post-merger  activities;
and to work with subcontractors for payroll, tax withholdings,  accounts payable
and other matters relevant to the financial operations,  and financial reporting
requirements  of the  Corporation.  The CFO will  work  closely  with  sales and
marketing,  R&D,  manufacturing  and  customer  service  to  develop  divisional
budgets, and pricing models to support sales efforts.


                                                                      INFORMEDIX
                                                                     PAGE 1 OF 5

<PAGE>

HEALEY EMPLOYMENT AGREEMENT


      The CFO  will  work  with  the  President  and COO to  determine  the most
effective  methods  for  cash  use and  management,  such as the  management  of
inventory levels,  parts, payments and the invoicing and receipt of cash to/from
customers.  In  addition,  the CFO is  responsible  for dealing  with all vendor
payments or payment methods to vendors with  consideration of budget constraints
of the Corporation.
      From time to time,  Mr.  Healey will also  interface  with the Finance and
Audit Committee.  He may be asked to work with this arm of the Board independent
of the  management  team to  provide  appropriate  incentive  compensation  plan
information  of  competitive  packages  from  companies of like or similar size;
and/or to create models and forecast to assist the Committee in its efforts.


      B. As General Counsel Employee shall perform the following:

            (1)   Assist the CEO and  Chairman,  President and COO, and Board of
                  Directors as needed in advising the  Corporation on matters of
                  corporate law, and in negotiating various transactions;

            (2)   Draft  Agreements  and other legal  documents on behalf of the
                  Corporation; and

            (3)   Supervise the work of the Company's outside legal counsel.

      C. Employee is expected to work effectively in an early-stage, fast moving
environment.

      D.  Employee must be a successful team builder with the ability to inspire
and motivate others as the Corporation expands. The Employee's position requires
an individual that will thrive in an early-stage company culture, be willing and
able to  work  with  the  existing  management  team to  build a  strong  market
presence.

2.    COMPENSATION AND BENEFITS

      A.    As compensation  for Employee's  services under this Agreement,  the
            Company   agrees  to  a  salary  of   $150,000   paid  in  24  equal
            installments.  In  addition,  there  will be a bonus of up to 20% of
            salary based upon  achieving  milestones,  to be  determined  by the
            Compensation Committee of the Board of Directors.

      B.    Employee will be eligible to participate in the  distribution of the
            Employee Bonus Pool established by the Compensation Committee of the
            Board.

      C.    Employee will receive an allowance for moving expenses of $20,000 to
            be paid  contemporaneously  at the  time the  employee  moves to the
            Rockville area .

      D.    Employee will receive the standard  employee  health benefit package
            including  the  ability to purchase  family  health  benefits  using
            pre-tax compensation dollars.

                                                                      INFORMEDIX
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HEALEY EMPLOYMENT AGREEMENT


      E.    Employee  will be issued  stock  options  for a minimum  of  112,500
            shares of InforMedix  Holdings,  Inc.  common stock with an exercise
            price of $.50 per  share  to be the  same as the  PIPE  price,  said
            options   vesting   according  to  milestones   established  by  the
            Compensation  Committee.  If the  incentive  option pool is adjusted
            through  a stock  split,  reverse  stock  split,  or  other  form of
            recapitalization, then Employee's number of options shall be ratably
            adjusted.  Employee  shall  participate  in  increases  in the stock
            option pool as determined by the Compensation Committee.

F.          Employee shall continue to be reimbursed for travel expenses related
            to all business  travel  including  weekly office  commute as is the
            current practice.


      G.    Employee  shall be  entitled to a total of  twenty-six  (26) days of
            annual paid time off ("Annual PTO"),  as defined below,  during this
            Employment  Agreement.  Annual  PTO days  not  used by the  Employee
            during one twelve  month  period may be accrued  and used during the
            next twelve (12)  months.  Annual PTO includes  the  following  time
            taken off from  work for the  Corporation  for any of the  following
            reasons: vacations; national holidays; illness; personal use; or any
            other  purpose  not  otherwise  restricted  or  prohibited  by  this
            Employment Agreement.

3.    INTELLECTUAL PROPERTY

      A.    The Employee shall promptly disclose,  grant and assign ownership to
            the  Corporation  for  its  sole  use  and  benefit,   any  and  all
            inventions,   improvements,   information,  copyrights,  trademarks,
            service  marks,  intellectual  property,  and  suggestions  (whether
            patentable  or  not),   for  devices   and/or   products  that  hold
            medication,  and/or devices,  products, and/or programs that provide
            medication,  whose  function  is  prompting  for,  and  ascertaining
            medication  compliance,  and/or are portable  technologies  that are
            used by patients to capture  data on  medication  compliance  and/or
            health  status,  which  Employee may develop,  acquire,  conceive or
            reduce to practice while employed by the Corporation (whether or not
            during usual working hours),  together with all patent applications,
            letters patent,  copyrights,  trademarks,  service marks,  and other
            intellectual property (collectively  "Intellectual  Property"),  and
            reissues  thereof  that may at any time be  granted  for or upon any
            such invention, improvement or information.

3.        TERM OF ENGAGEMENT

      A.    The three-year term of this Employment  Agreement shall be effective
            July 1,  2003.  Until  such time  Company  receives  funding of $1.5
            million,  Employee will receive half his compensation in the form of
            cash and half in the form of stock  options.  Employee  will receive
            two  options for each dollar of  compensation  deferred  exercisable
            into one share of common  stock  each at $1.00 per  share.  Employee
            will begin to receive  full  compensation  in cash when the  Company
            receives  equity funding of $1.5 million or more.  This Agreement is
            an  employment-at-will  Agreement;  however,  if  greater  than  50%
            control of the  Company is acquired  by a  strategic  investor,  all
            issued and unvested options accelerate and vest immediately.


                                                                      INFORMEDIX
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HEALEY EMPLOYMENT AGREEMENT


      B. Termination without Cause.

            Upon  the  termination  of  the  Employee's  employment  under  this
            Employment  Agreement pursuant to Termination without Cause, neither
            the Employee nor the Employee's beneficiary or estate shall have any
            further  rights  or  claims  against  the  Corporation   under  this
            Employment Agreement, except to receive the following:

            (1) The unpaid  portion of the annual Salary  computed on a pro rata
            basis to the date of such termination; and,

            (2)  Reimbursement for any expenses for which the Employee shall not
            have already been reimbursed; and,

            (3) Payment of all unused  vacation time accrued through the date of
            termination; and,

            (4) Salary, for the following number of months:

                  (a) During the first year of this  Employment  Agreement - two
            (2) months of Salary; plus,

                  (b) One (1)  additional  month  of  Salary  for  each  year of
            employment for the  Corporation  beyond the first year, to a maximum
            of a total of six (6) months of Salary.

            (5) On  the  date  of a  Termination  without  Cause,  all  unvested
            options,  warrants,  and other  rights  granted to the  Employee  to
            purchase stock of the Corporation, shall immediately vest.

4.    GENERAL PROVISIONS

      A.    This Agreement:

            (1)   Shall be contingent  upon Employee  resigning  from and ending
                  any affiliation with BioMedical  Development Group (except for
                  stock ownership);

            (2)   Shall be governed by and construed in accordance with the laws
                  of the State of  Maryland,  regardless  of the laws that might
                  otherwise govern under  applicable  principles of conflicts of
                  law thereof;

            (3)   Incorporates  the entire  understanding  of the  parties  with
                  respect  to the  subject  matter  hereof  and  supersedes  all
                  previous  agreements  should they exist with  respect  thereto
                  (except  Company  agrees that it will pay Employee  $5,450 for
                  past services  earned as an  independent  contractor  upon the
                  closing of the first  tranche in the  Meyers  Associates  PIPE
                  transaction.;

            (4)   May not be amended or modified except in a writing executed by
                  the Company and Employee; and

                                                                      INFORMEDIX
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HEALEY EMPLOYMENT AGREEMENT


      B.    During the Term of Employment,  the Employee shall not be engaged in
            any other business  activity  without the express written consent of
            the  Corporation.  Employee  shall  be  entitled  to wind  down  his
            business affairs with existing clients within a reasonable period of
            time.  Such  clients  include the  following:  ParagonRx,  LLC,  and
            ProMetrics Consulting, Inc., and APA Transport Corporation.

      C.    This Agreement may be executed in two or more counterparts,  each of
            which shall be deemed to be an original,  but which  together  shall
            constitute one and the same Agreement.

      Please confirm that the foregoing is in accordance with your understanding
of our agreement by signing and returning to us an executed copy of this letter.


                                                  Very truly yours,
                                                  INFORMEDIX, INC.


                                                  BY: /s/ Bruce A. Kehr
                                                      --------------------------
                                                      BRUCE A. KEHR, M.D.
                                                      CHAIRMAN AND CEO
ACCEPTED AND AGREED:

/s/ Arthur Healey                           October 23, 2003
--------------------------------            ------------------------------------
ART HEALEY                                            DATE





                                                                      INFORMEDIX
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