LOAN AGREEMENT

         This Agreement is entered into effective as of the 1st day of February,
2004, between INMEDICA DEVELOPMENT CORPORATION, a Utah corporation ("Borrower"),
and WESCOR, INC., a Utah corporation ("Lender").

         WHEREAS, Borrower has requested that Lender advance certain funds to or
on behalf of Borrower, specifically captioned as:

                  a.  Borrower is the inventor and Owner of certain  proprietary
         technical  information  in oral,  written,  visual and  physical  form,
         related  to  noninvasive  hematocrit  (the  "Hematocrit   Technology").
         Borrower  has  requested  that  Lender  undertake   modifications   and
         enhancement  to the  Hematocrit  Technology,  with  the  agreement  and
         approval of Borrower,  to improve the commercial and technical  utility
         of the Hematocrit  Technology  and the related patent rights.  The cost
         and expenses incurred by Lender in the investigation and implementation
         of modifications  and improvements to the Hematocrit  Technology agreed
         to in advance by Borrower  and  accepted by Lender shall be referred to
         as the "Technology  Modification Expenses." The Technology Modification
         Expenses will be subject to repayment by Borrower pursuant to the terms
         of a secured  convertible  promissory  note in the form of Exhibit  "A"
         attached hereto (the "Technology Modifications Note.")

                  b. Lender has agreed to loan to Borrower  during the months of
         January,  February and March, 2004 an amount of up to $25,000 per month
         in  order  to  maintain  Borrower's  overhead  and  status  as a public
         company.  Lender has  presently  agreed to advance  to  Borrower  those
         specific amounts identified in the category  identified as Expenses for
         the  months of  January,  February  and March in Exhibit  "B"  attached
         hereto (the  "Overhead  Advances").  The Overhead  Advances  ("Overhead
         Advances")  will be subject to  repayment  by Borrower  pursuant to the
         terms  of a  convertible  promissory  note in the form of  Exhibit  "C"
         attached hereto (the "Overhead Note").

                  c. Lender has agreed to loan to Borrower  during the months of
         January,  February  and March,  2004 an amount of up to  $20,011.15  in
         order to pay  Borrower's  accrued  expenses  as of December  31,  2003,
         specifically identified as Payables on Exhibit "B" attached hereto, not
         including  payroll  expenses,  consulting  and dividend  expenses  (the
         "Accrued Expense Advance").  Any such amounts to be loaned by Lender to
         Borrower  in  addition  to the  specific  Accrued  Expense  Advances as
         described  above and  identified  in Exhibit "B" must be agreed upon in
         advance by both Lender and Borrower.  The Accrued Expense Advances will
         be subject to repayment by Borrower  pursuant to the terms of a secured
         convertible  promissory note in the form of Exhibit "D" attached hereto
         (the "Accrued Expense Note").

         WHEREAS,   Lender  is  willing  to  loan  the  Technology  Modification
Expenses,  the Overhead  Advances,  and the Accrued Expense Advances to Borrower
subject  to the  terms  and  conditions  of this  Loan  Agreement.  In  exchange
therefore,  Borrower is willing to execute and deliver to Lender the  Technology
Modifications   Note,   the  Overhead   Note  and  the  Accrued   Expenses  Note
(collectively,  the "Notes") and to grant to Lender certain  security  interests
and otherwise comply with the terms of this Loan Agreement.



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         NOW, THEREFORE, the parties hereto do hereby agree as follows:

SECTION 1.        DEFINITIONS

         1.1 Defined Terms. As used in this Agreement, the following terms shall
have the following meanings, unless the context otherwise requires:

         "Business Day" shall mean a day other than a Saturday, Sunday, or legal
         holiday for commercial banks under the laws of the State of Utah.

         "Collateral"  shall mean an assignment and security interest granted to
         Lender  by  Borrower  covering  (1)  50% of all  proceeds  received  by
         Borrower  in the  future  from  any  commercial  use of the  Hematocrit
         Technology; and (2) 20% of all new money raised or borrowed by Borrower
         from  third  party  sources;  provided  however  that  the  sum of such
         proceeds  Collateral and new money  Collateral shall in no event exceed
         the total amount owing to Lender pursuant to the secured Notes;.

         "Effective Date" shall be the date hereof.

         "Event of Default" shall mean any of the events  specified in Section 7
         hereof,  provided  that there has been  satisfied  any  requirement  in
         connection  with such  event  for the  giving of notice or the lapse of
         time, or the happening of any further condition, event or act.

         "Loan"  shall mean the  advance of funds to  Borrower  pursuant  to the
         terms of this Agreement and represented by the Notes.

         "Loan  Documentation"  shall mean the following  documents  executed in
         connection with this  transaction:  (a) this Agreement;  (b) the Notes;
         (c) the  Security  Agreement;  (d)  other  documentation  delivered  by
         Borrower or Lender  pursuant to this  Agreement and signed by the party
         against whom the document is intended to be enforced.

         "Notes" shall mean the Technology Modifications Note, the Overhead Note
         and the Accrued  Expenses Note, all of which shall be  convertible,  at
         the option of Lender, into shares of Borrower's common stock based upon
         the  amount  owing  on the  particular  Note or  Notes  at the  time of
         conversion,  including  principal,  accrued interest and penalties at a
         conversion price of $.10 per share.

         "Obligations"  shall mean the  principal and the interest on the Notes,
         and all other liabilities of Borrower (including  liabilities for fees,
         expenses and charges) now or hereafter arising under or out of the Loan
         Documentation.

         "Prime  Rate" shall mean an annual rate of interest  equal to the prime
         rate published on a daily basis in the Wall Street Journal,  which rate
         is subject to change from time to time.



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         "Security  Agreement" shall mean the Assignment and Security  Agreement
         attached hereto as Exhibit "E."

         "Termination Date" shall be that date under the Loan Documentation when
         all unpaid principal and accrued interest shall be due and payable.

         1.2 Use of Defined  Terms.  All terms defined in this  Agreement  shall
have the defined  meanings when used in any Note,  certificate,  report or other
document  made or  delivered  pursuant  to this  Agreement,  unless the  context
otherwise requires.

SECTION 2.        AMOUNT AND TERMS OF LOAN

         2.1 Loan  Commitment.  Subject  to the  terms  and  conditions  of this
Agreement, Lender has agreed to extend credit to Borrower up to in the aggregate
amount of the Technology  Modification  Expenses,  the Overhead Advances and the
Accrued Expense Advances,  as provided in the Notes and subject to the terms and
conditions of this Agreement.

         2.2 Promissory Notes. The Loans made pursuant to subsection 2.1 of this
Agreement shall be evidenced by the Notes.

         2.3  Voluntary  Prepayment.  Borrower  may at its option at any time or
from time to time prepay the Notes in whole without penalty or premium.

         2.4  Payments.  All  payments  (including  prepayments)  by Borrower on
account of principal and interest shall be made to Wescor, Inc., 459 South Main,
Logan, Utah 84321.

         2.5 Computation of Interest.  Interest shall be calculated on the basis
of actual days elapsed and a year of three  hundred  sixty five days (365) days.
Any  change in the  interest  rate on the Notes  resulting  from a change in the
Prime Rate shall  become  effective  as of the opening of the same  Business Day
that such change in Prime Rate is  announced.  Lender is under no  obligation to
notify Borrower of such change.

         2.6 Use of  Proceeds.  The  proceeds  of the Loans shall be utilized by
Borrower  for payment of the  Technology  Modification  Expenses,  the  Overhead
Advances and the Accrued Expense Advance as described in the recitals above.

         2.7 Business Venture Agreement.  Contemporaneously  herewith Lender and
Borrower  intend  to enter  into due  diligence  and  negotiations  to  pursue a
possible  business  venture  between the companies.  The principal  terms of the
anticipated  business  venture  will  be  negotiated  and  defined  as  soon  as
practicable.,  At such time as the  parties  have  negotiated  and  defined  the
principal  terms of the  anticipated  business  venture,  they shall cause to be
prepared an  Agreement  (the  "Agreement")  pursuant to which the parties  shall
enter into a binding  contract to conform with the  intention of the parties and
to set forth such other representations, warranties, covenants and agreements as
may be agreed upon by all parties. In the event the Agreement is executed by the
parties, the Notes may be



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<PAGE>

modified by agreement of the parties as specified in the Agreement. In the event
the Agreement has not been executed by 1 July,  2004, the Overhead Note shall be
forgiven and upon that date will be of no further force or effect.

SECTION 3.        SECURITY

         3.1 Collateral Security.  As collateral for the payment and performance
by Borrower of all of the  obligations  of Borrower  contained in this Agreement
and the Notes,  Borrower  shall  grant and convey to Lender a lien and  security
interest in the Collateral,  provided,  however,  that Borrower and Lender agree
that the  Overhead  Note shall not be  secured  and that the grant of a security
interest by Borrower  hereunder and in the Security  Agreement shall secure only
the Technology  Modifications Note and the Accrued Expense Note. Borrower agrees
to execute and deliver to Lender the Security Agreement.

         3.2 Other  Documentation.  Borrower  agrees  to  execute  any  security
agreements,  financing statements or equivalent security or lien instruments and
any continuation statements that Lender may reasonably require and further agree
to cause the same to be duly recorded and filed  whenever  Lender may reasonably
direct.

         3.3 Obligations Secured. The security interest herein granted to Lender
by Borrower shall secure all  Obligations of Borrower  hereunder to Lender other
than the amounts  owing  pursuant to the Overhead  Advance  Note,  including all
covenants  to be  performed by Borrower  under the Loan  Documentation,  and the
repayment of all funds advanced to Borrower from time to time,  including future
advances,  together with all accrued interest, costs and other fees and expenses
properly chargeable to Borrower hereunder.  All such advances shall be deemed to
be a Loan or Loans to  Borrower,  whether or not  evidenced  by  instruments  or
documents other than this Agreement or by the records of Lender.

         .

SECTION 4.        CONDITIONS OF LOAN

         4.1  Conditions  of Loan.  Lender  shall not be required to advance any
amounts of the Loan unless:

                  (a) Borrower shall have supplied to Lender the following:

                           (i)      The executed Loan Documentation;

                           (ii)     Original documents  reasonably  requested by
                                    Lender.

                  (b)  Borrower  is  in  compliance   with  all  the  terms  and
         provisions set forth herein on its part to be observed or performed and
         no Event of Default as specified herein nor any event which upon notice
         or lapse of time or both or upon the further happening of any




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<PAGE>



         condition, event or act would constitute such an Event of Default shall
         have occurred and be continuing at the time of the Loan.

                  (c) No material,  adverse change has occurred in the condition
         of Borrower or in the condition of the Collateral.

Making of the Loan under  subsection 2.1 shall  constitute a  representation  by
Borrower that the foregoing conditions (a) through (c) have been satisfied.

         4.2  Consents  to   Assignment.   Borrower   shall  deliver  to  Lender
notifications and  acknowledgments (if required) with respect to the assignments
and  security  interests  granted  unto  Lender  by the  terms  of the  Security
Agreement.

SECTION 5.        AFFIRMATIVE COVENANTS

         Borrower  covenants and agrees as  hereinafter  set forth that,  except
with the prior written consent of Lender,  so long as the Loan is outstanding in
whole or in part:

         5.1 Notices.  Borrower  covenants  that it will  promptly  give written
notice to Lender of:

                  (a) The occurrence of any Default or Event of Default, and the
         occurrence  of any  default  under the  provisions  of any  other  loan
         agreement,  security  agreement or instrument of  indebtedness to which
         Borrower is a defaulting party.

                  (b)  Any  litigation  or  proceedings  affecting  any  of  the
         Collateral,  which,  if adversely  determined,  might have a materially
         adverse effect upon the financial condition,  business or operations of
         Borrower or the Collateral.

                  (c)  Any  dispute  between   Borrower  and  any   governmental
         regulatory  body,  or other  party which  might  materially  affect the
         Collateral  or the  transactions  contemplated  by  this  Agreement  or
         materially interferes with the normal business operation of Borrower.

                  (d) Any other  event  which  might  materially  and  adversely
         affect the Collateral.

         5.2  Compliance  with Law;  Maintenance  of Existence  and  Properties.
Borrower covenants that Borrower will pay all of its respective  obligations and
liabilities when due, including (without limitation) all taxes,  assessments and
governmental  charges or levies imposed upon it or upon its income or profits or
upon any property  belonging to it, and  maintain  appropriate  reserves for the
accrual of the same in accordance with generally accepted accounting principles;
provided,  however,  that (unless and until an event of default under any of the
Loan  Documentation)  nothing in this  subsection 5.2 shall require  Borrower to
observe or conform to any requirement of a governmental authority, or to pay any
obligation or liability,  so long as the validity  thereof shall be contested in
good faith by appropriate proceedings diligently prosecuted.



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         5.3 Right to Inspect.  Borrower  will permit any person  designated  in
writing by Lender to inspect  any of the books and  records  and  operations  of
Borrower and to discuss the affairs,  finances and accounts of Borrower,  all at
such reasonably times and as often as Lender may reasonably request,  upon prior
notice to and  subject to any  reasonable  conditions  imposed by Borrower as to
confidentiality and trade secrets. As long as no Default shall have occurred and
be continuing,  such visits,  inspections  and  discussions  shall be at Lender'
expense and risk.

SECTION 7.        EVENTS OF DEFAULT

         7.1 Events of Default  Defined.  If any of the following events (herein
called  "Events of Default")  shall occur and shall not have been remedied after
giving thirty (30) days written notice to Borrower (except that said thirty (30)
day  written  notice  is not  required  for the  Events  of  Default  set out in
subparagraphs (a), (f) and (g)):

                  (a) Failure to pay any amounts due under the Notes  within ten
         (10) days after  written  notice from Lender to Borrower  that any such
         sums have not been paid;

                  (b) Default by Borrower in the  observance or  performance  of
         any of the  covenants  or  agreements  contained  in  Section 5 of this
         Agreement,  and the continuation of the same unremedied for a period of
         thirty (30) days after notice thereof shall have been given to Borrower
         by Lender, provided, however, that if any such event is something which
         may not be cured  within  thirty (30) days,  there shall be no event of
         default if Borrower  commence action to remedy such event within thirty
         (30) days,  and  continues to proceed  diligently  and in good faith to
         remedy such event;

                  (c) Default by Borrower in the  observance or  performance  of
         any other covenant or agreement contained in the Loan Documentation and
         the continuance of the same unremedied for a period of thirty (30) days
         after notice thereof shall have been given to Borrower by Lender;

                  (d) Any of the Loan Documentation  under this Agreement shall,
         except with the prior consent of Lender,  for any reason cease to be in
         full force and effect;

                  (e) Filing by Borrower of a voluntary  petition in  bankruptcy
         or  a  voluntary   petition  or  an  answer   seeking   reorganization,
         arrangement,  readjustment  of its debts or for any other  relief under
         the Bankruptcy  Act, as amended,  or under any other  insolvency act or
         law,  state or federal,  now or  hereafter  existing,  or any action by
         Borrower  indicating their consent to, approval of, or acquiescence in,
         any such petition or  proceeding;  the  application  by Borrower or the
         appointment  by consent or  acquiescence  of, a receiver  or trustee of
         Borrower for all or a substantial part of their property; the making by
         Borrower of an assignment  for the benefit of creditors;  the admission
         of  Borrower  in writing of its  inability  to pay their  debts as they
         mature;

                  (f) Filing of an  involuntary  petition  against  Borrower  in
         bankruptcy or seeking reorganization,  arrangement, readjustment of its


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<PAGE>

         debts or for any other relief under the Bankruptcy Act, as amended,  or
         under  any  other  insolvency  act or law,  state  or  federal,  now or
         hereafter  existing;  or the  involuntary  appointment of a receiver or
         trustee of Borrower or for all or a substantial part of their property;
         or the  issuance  of a warrant  of  attachment,  execution  or  similar
         process against any substantial  part of the property of Borrower;  and
         the continuance of any of such events for sixty (60) days  undismissed,
         unbonded or undischarged;

                  (g) All or any  substantial  part of the  property of Borrower
         shall be  condemned,  seized or otherwise  appropriated,  or custody or
         control of such property shall be assumed by any governmental agency or
         any court of competent jurisdiction at the instance of any governmental
         agency without just compensation or payment of value therefor and shall
         be  retained  for a period  of  thirty  (30)  days  such  that,  in the
         reasonable  estimation  of  Lender,  a  substantial  impairment  of the
         Collateral results;

                  (h) The  issuance of a writ of  attachment,  or  execution  or
         garnishment or warrant of distraint against all or any substantial part
         of the Collateral which continues  unstayed and unreleased for a period
         of sixty (60) days;


Then, and in any such event, Lender may, by notice of default given to Borrower;
(1) terminate  forthwith the Borrower's rights under the Loan Agreement;  and/or
(2) declare the Notes  outstanding  hereunder to be  forthwith  due and payable,
whereupon the principal  amount of the  outstanding  Notes together with accrued
interest thereon,  shall become immediately due and payable without presentment,
demand,  protest or other notice of any kind, all of which are hereby  expressly
waived,   anything   contained   herein  or  in  the   Notes  to  the   contrary
notwithstanding;  and/or (3)  proceed to enforce any of its  remedies  under the
Loan Documentation, including this Agreement, and the Security Agreement.

         All parties  hereto do agree that this Loan  Agreement  is entered into
along with the other Documents  including the Notes and the Security  Agreement,
and further,  all parties hereto do acknowledge  that a default under any one of
the above  documents  including  the Documents  constitutes  an event of default
under  all  of the  other  Documents  including  those  listed  above  and  this
Agreement.

         7.2      Remedies.  Lender shall have the following remedies:

                  (a)  Upon  Default  by  Borrower  in any of the  covenants  or
         agreements  contained  in the  Loan  Documentation  providing  for  the
         payment  of  taxes,  or other  liens or  encumbrances  relating  to the
         Collateral,  Lender may, in its sole discretion and for its account (1)
         pay and discharge any taxes,  liens or  encumbrances on the Collateral,
         and (2) take any other  steps they may deem  necessary  to protect  its
         security  interest  in the  Collateral.  All sums  advanced  or paid by
         Lender for such  purposes  shall be payable  by  Borrower  to Lender on
         demand,  as borrowings from Lender under this  Agreement,  and shall be
         part of the Obligations.



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<PAGE>





                  (b) If an Event of  Default  shall  occur  and be  continuing,
         Lender may declare the  Obligations to be immediately  due and payable,
         whereupon all the Obligations (and any Notes evidencing the same) shall
         become  immediately  due  and  payable,  without  presentment,  demand,
         protest or other notice of any kind. Without limiting the generality of
         the foregoing, Borrower agrees that in such event Lender shall have, to
         the extent permitted by applicable law, the right to send notice to any
         and all parties who may be obligated to pay Borrower any  consideration
         for the  commercial use of the  Hematocrit  Technology,  to advise such
         parties that Lender  claims a security  interest in proceeds to be paid
         Borrower  for any  commercial  use of the  Hematocrit  Technology.  The
         proceeds of the Collateral  shall be applied to the satisfaction of the
         Obligations  then due and only after such  application  of the proceeds
         and the payment of any other amounts  required by applicable  law shall
         Lender pay any surplus  proceeds to Borrower.  Borrower  agrees that if
         any  notification  of intended  disposition of any of the Collateral is
         required  by law,  such  notification  shall be deemed  reasonably  and
         properly given if deposited in the mails,  first class postage prepaid,
         addressed as provided in Section 8.2 of this Agreement.

               (c)  Anything  in  this  Loan  Agreement,  or the  Notes,  or the
         Security Agreement to the contrary  notwithstanding,  Lender's sole and
         exclusive  remedy in the event of Default  shall be to proceed  against
         the Collateral.

                  (d) Borrower hereby waives presentment, demand, protest or any
         notice of any kind in connection with the Note.
         .



         7.3 No Waiver;  Cumulative Remedies. No failure or delay on the part of
Lender in exercising any right,  power or privilege  hereunder or under any Note
shall operate as a waiver thereof,  nor shall any single or partial  exercise of
any right,  power or  privilege  hereunder or  thereunder  preclude any other or
further exercise thereof or the exercise of any other right, power or privilege.
The rights and remedies  herein provided are cumulative and not exclusive of any
rights or remedies provided by law.

SECTION 8.        MISCELLANEOUS

                    8.1 Payment for  Expenses.  In  addition,  should there be a
Default  by  Borrower  as above  described,  Borrower  shall pay all  reasonable
attorney's  fees and other  expenses  incurred  by  Lender,  including  Lender's
administrative expenses, in the enforcement of its rights hereunder, whether the
default  is  ultimately  cured or Lender is  obligated  to pursue  its  remedies
hereunder,  including  such expenses  incurred  before legal action,  during the
pendency  of any such  legal  action  and  continuing  to all such  expenses  in
connection  with any appeal to higher courts  arising out of matters  associated
herewith.  The  Obligations  under this section shall survive the making of this
Agreement  and the Note,  and  shall  relate  to all such  documents  associated
herewith, including any documents of security subsequently executed






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<PAGE>

         8.2  Notices.  Any  Notice  will be deemed  effective  on the date such
Notice is placed,  first class postage prepaid,  in the U.S. Mail,  addressed to
the party to which Notice is being given, as follows:

         Borrower:                          InMedica Development Corporation
                                            825 North 300 West, #420
                                            Salt Lake City, Utah 84103-1414


         With a copy to:                    Scott R. Jenkins
                                            Travis Bowen, P.C.
                                            175 South West Temple, Suite 710
                                            P.O. Box 11637
                                            Salt Lake City, Utah 84147-0637

         Lender:                            Wescor, Inc.
                                            459 South Main
                                            Logan, Utah 84321

         With a copy to:                    Charles R. Brown
                                            Clyde Snow Sessions & Swenson
                                            201 So. Main, Suite 1300
                                            Salt Lake City, Utah 84111

         8.3  Successors and Assigns.  This agreement  shall be binding upon and
inure to the benefit of Borrower and Lender and their respective  successors and
assigns,  except that neither party may assign or transfer its rights  hereunder
without the prior written consent of the other.

         8.4  Construction.  This  Agreement,  the Notes and all  documents  and
instruments  associated  herewith  shall  be  governed  by,  and  construed  and
interpreted in accordance  with, the laws of the State of Utah and Borrower does
hereby  irrevocably  consent to the  jurisdiction of any Utah court of competent
jurisdiction  for the purposes of  enforcement  of and the seeking of any remedy
pursuant to this Agreement and any of the Loan Documentation  including, but not
limited to the Security Agreement.

         8.5      Time is of Essence.  Time is of the essence hereof.

         8.6 Provisions Hereof Separable.  Any provision of this Agreement,  the
Notes, or other documents associated herewith, which may be found to be invalid,
shall be  deemed  separable  and  shall  not  invalidate  the  remainder  of the
provisions provided the essential purposes of said documents are not impaired..



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<PAGE>


         8.7 Other Agreements. All agreements and other documents to be supplied
to Lender hereunder, shall be in such form and substance, and Borrower agrees to
execute and deliver  such other and further  agreements  and  documents,  and to
provide  such other  information  and  documentation,  as Lender may  reasonably
require and in such form and substance as Lender may reasonably require.

         8.8  Counterparts.  This  Agreement  may be  signed  in any  number  of
counterparts,  each of which shall be deemed an original,  and such counterparts
together shall constitute one and the same instrument.

         8.9 Amendment.  This Agreement shall be deemed to express,  embody, and
supersede  any  previous  understanding,  agreements,  or  commitments,  whether
written or oral,  between the parties with respect to the general subject matter
hereof and fully and  finally to set forth the entire  agreement  between  them.
This  Agreement  may not be amended or modified  except in a writing,  signed by
Borrower and Lender.

         8.10 Miscellaneous. Any requests made or consent given hereunder at any
time by the then holder of any Note shall be binding on any  transferee  of such
Note.  The  singular  of any term used in this  Agreement  or in any of the Loan
Documents shall include the plural as appropriate.

         IN WITNESS  WHEREOF,  the parties have caused this Agreement to be duly
executed and  delivered by their proper and duly  authorized  officers as of the
date and year first above written.

                                        BORROWER:

                                        InMedica Development Corporation,
                                        a Utah Corporation


                                        By:      /s/ Ralph Henson
                                        Its:     President
                                        LENDER:

                                        Wescor, Inc., a Utah Corporation


                                        By:      /s/Wayne K. Barlow
                                        Its:     President/CEO















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