Exhibit 10.3
        FOURTH AMENDMENT TO
        LOAN AND SECURITY AGREEMENT

THIS FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this "Fourth 
Amendment") is dated as of June 9, 1998 and is entered into between 
SCIENTIFIC TECHNOLOGIES INCORPORATED WHICH WILL DO BUSINESS IN CALIFORNIA 
AS OREGON SCIENTIFIC TECHNOLOGIES, an Oregon corporation (the "Borrower"),
AND BANK OF THE WEST, a California banking corporation (the "Bank").

        RECITALS:

A.       Borrower and Bank have entered into that certain Loan and 
Security Agreement dated November 29, 1994, that certain First Amendment 
to Loan and Security Agreement dated as of May 31, 1995, that certain 
Second Amendment to Loan and Security Agreement dated as of May 31, 1996, 
and that certain third Amendment to Loan and Security Agreement dated as 
of May 31, 1997  (collectively, the "Loan Agreement") and that certain 
Equipment Purchase Line Note dated December 6, 1994 (the "Equipment 
Purchase Line Note");

B.       Borrower and Bank intend to further amend the Loan Agreement 
and/or the Equipment Purchase Line Note as provided by this Fourth 
Amendment.

        AMENDMENT:

NOW, THEREFORE, Borrower and Bank hereby agree as follows:

1.      This Fourth Amendment shall modify and, to the extent 
inconsistent with, amend the Loan Agreement and/or the Equipment Purchase 
Line Note.  Any capitalized term not specifically defined herein shall 
have the meaning assigned to it in the Loan Agreement.

2.      Section 2.1 of the Loan Agreement is hereby deleted in its 
entirety and is replaced with the following:

        2.1     Revolving Loans.  Upon the request of Borrower, 
made at any time and from time to time during the term hereof, 
and so long as no Event of Default has occurred, Bank shall 
lend to Borrower an amount equal to the sum of Five Million 
Dollars ($5,000,000.00); provided, however, that in no event 
shall Bank be obligated to make advances to Borrower under 
this Section 2.1 whenever the Daily Balance exceeds (at any 
time) the sum of Five Million Dollars ($5,000,000.00).


All loans made pursuant to this Section 2.1 shall 
be added to and deemed part of the Credit when made.  If, at 
any time and for any reason, the Daily Balance exceeds the 
amount of the loans and advances for which Borrower is 
eligible based upon the above limitations, or if the advances 
made pursuant to any rider to this Agreement exceed the 
percentage or dollar limitations contained in such rider (an 
"Over Advance"), then Borrower shall immediately pay to Bank, 
in cash, the amount of such Over Advance.

3.      The last sentence of Section 3.1(a) of the Loan Agreement is 
hereby deleted in its entirety and is replaced with the following:

For the purpose of this Agreement, "Draw Period" shall mean 
the period between the date of this Loan and Security 
Agreement and the earlier of: (i) June 30, 1999 or (ii) the 
date on which the aggregate of all advances made pursuant to 
this Section 3.1 equals One Million and 00/100 Dollars 
($1,000,000.00).

4.      Section 3.1(b) of the Loan Agreement is hereby deleted in its 
entirety and is replaced with the following:

(b)     Each advance under this Equipment Purchase Line 
shall be in amount not exceeding one hundred percent (100%) of 
the cost, excluding installation charges, sales tax, freight, 
and software charges (as determined by Bank), of items of new 
and/or used equipment approved by Bank.  The aggregate of all 
advances made by Bank under this Equipment Purchase Line shall 
not exceed One Million Dollars ($1,000,000.00). 

5.      Section 3.3 of the Loan Agreement is hereby deleted in its 
entirety and is replaced with the following:

3.3  Repayment.

(a)     Commencing on the last day of the month 
after the date of this Agreement, and continuing until the 
Principal Repayment Commencement Date, Borrower shall make 
monthly payments of all accrued interest at the Rate on 
advances under Equipment Purchase Line and all Bank Expenses 
incurred in connection with Equipment Purchase Line.


(b)     Commencing on the last day of the month 
after the end of the Draw Period (the "Principal Repayment 
Commencement Date") and continuing on the last day of each 
month thereafter until the Equipment Line Maturity Date (as 
hereinafter defined), Borrower shall make (i) equal and 
consecutive monthly principal payments with each payment being 
in an amount sufficient to repay the aggregate principal 
amount of advances under the Equipment Purchase Line 
outstanding as of the Principal Repayment Commencement Date 
over sixty (60) months on a straight-line basis, (ii) monthly 
interest payments at the Rate on the outstanding amount of 
advances under the Equipment Purchase Line, and (iii) all Bank 
Expenses incurred by Bank in connection with Equipment 
Purchase Line.  For the purpose of this Agreement, the 
"Equipment Line Maturity Date" shall be sixty (60) months 
after the Principal Repayment Commencement Date.

(c)     Bank may, at its option, elect to treat any 
due but unpaid interest and Bank Expenses as advances under 
the Credit, and all such advances shall bear interest on the 
Daily Balance thereof, at a per annum rate applicable to the 
Credit under the terms of this Agreement.  The receipt of any 
check or other item of payment by Bank shall not be considered 
a payment until such check or other item of payment is honored 
when presented for payment, in which event, said check or 
other item of payment shall be deemed to have been paid to 
Bank in accordance with Bank's rules and regulations relating 
to credits to deposit accounts or, in Bank's discretion, two 
(2) calendar days after the date Bank actually receives 
possession of such check or other item of payment.

Notwithstanding anything to the contrary contained in 
Article 3 of this Agreement, all advances under the Equipment 
Purchase Line shall bear interest, from and after any Event of 
Default and without constituting a waiver of any such Event of 
Default, on the Daily Balance owing, at a per annum rate five 
(5) percentage points above the Rate.

6.      The second sentence of the first paragraph of Section 4.1 of 
the Loan Agreement is hereby deleted in its entirety and is replaced with 
the following:

Borrower's right to obtain advances under Section 2.1 and to 
enter into foreign exchange contracts under the FX Facility 
provided by Section 14.1 shall remain in full force and effect 
until June 30, 1999, and shall continue on a month-to-month 
basis thereafter until terminated by either party on thirty 
(30) days prior written notice to the other.


7.      The Equipment Purchase Line Note is hereby amended and 
restated so that it reads in accordance with the attached Exhibit "A." 
 Concurrently with the first advance by Bank to Borrower under the 
Equipment Purchase Line, Borrower shall execute and deliver an Equipment 
Purchase Line Note in substantially the same form and content as the 
attached Exhibit "A", which Equipment Purchase Line Note shall be dated 
the same date as the first such advance under the Equipment Purchase Line.

8.      Bank shall have the right, but not the obligation, to charge 
any amounts owing by Borrower to Bank under the Loan Agreement, the 
Equipment Purchase Line Note, or this Fourth Amendment against any 
accounts maintained by Borrower with Bank and Borrower consents thereto.


9.      Concurrently with the execution of this Fourth Amendment, 
Borrower shall pay to Bank a fee in an amount equal to Seven Thousand Five 
Hundred Dollars ($7,500.00), which fee shall represent an unconditional 
and non-refundable payment to Bank in consideration of Bank's agreement to 
enter into this Fourth Amendment. 

10.     Bank's duties to extend and renew the Obligations and to make 
advances in accordance with this Fourth Amendment shall be subject to (i) 
there being no outstanding and uncured defaults under the Loan Agreement, 
the Equipment Purchase Line Note or any other obligation owing by Borrower 
to Bank and (ii) the satisfaction of each of the conditions precedent set 
forth in Article 6 of the Loan Agreement, each of which is incorporated 
herein by this reference.

11.     Except as amended by this Fourth Amendment, all of the terms 
and conditions of the Loan Agreement (and each and every document or 
instrument executed and delivered in connection therewith) is and shall 
remain in full force and effect.

12.     Except as amended by this Fourth Amendment, Borrower hereby 
ratifies, reaffirms, and remakes as of the date hereof each and every 
representation and warranty contained in the Loan Agreement, the Equipment 
Purchase Line Note, or in any document executed and delivered in 
connection therewith.

IN WITNESS WHEREOF, Borrower has executed and delivered this Fourth 
Amendment to Bank on the date first above written at Walnut Creek, 
California.

"BORROWER"

SCIENTIFIC TECHNOLOGIES INCORPORATED WHICH 
WILL DO BUSINESS IN CALIFORNIA AS OREGON 
SCIENTIFIC TECHNOLOGIES, an Oregon 
corporation

By:  /s/Joseph J. Lazzara                 
Its:   President and Chief Executive oFFICER

IN WITNESS WHEREOF, Bank hereby accepts this Fourth Amendment to 
be effective as of the date first above written in Walnut Creek, 
California.

"BANK"

BANK OF THE WEST,
a California banking corporation


By:  /s/Robert W. Hansen                  
Its:  Vice President 


EXHIBIT "A"
EQUIPMENT PURCHASE LINE NOTE

$1,000,000.00                                                                
        Walnut Creek, California

In consideration of all loans and advances ("Advances") from time to 
time made by BANK OF THE WEST (the "Bank") to or for the benefit of the 
undersigned (the "Borrower") pursuant to that certain Loan and Security 
Agreement between Borrower and Bank dated November 29, 1994, as amended, 
extended or renewed (collectively the "Loan Agreement"), during the Draw 
Period (as defined in the Loan Agreement), Borrower promises to pay Bank, 
or order, at 2000 Franklin Street, Suite 420, East Bay Business Banking 
Group (Group 054), Oakland, California 94612, on the dates and in the 
manner hereinafter set forth, all outstanding Advances, plus any interest 
thereon then unpaid, at a rate (the "Rate") of interest equal to the 
Bank's Prime Rate (as hereinafter defined), which Rate shall vary 
concurrently with any change in the Prime Rate.  For the purpose of this 
Note, the "Prime Rate" shall mean the variable rate of interest, per 
annum, most recently announced by Bank at its headquarters office in San 
Francisco, California, as its "prime rate." The undersigned understands 
that Bank's "prime rate" is one of its base rates with respect to loans 
making reference thereto and may not be the lowest of Bank's base rates. 
 Interest shall be computed on the outstanding principal balance on the 
basis of three hundred sixty (360) days per year and actual days elapsed. 

Commencing on the last day of the calendar month after the date of 
this Note, and continuing on the last day of each month thereafter until 
the Principal Repayment Commencement Date (as hereinafter defined), 
Borrower shall make (i) monthly interest payments on the outstanding 
amount of the Advances at the Rate and (ii) payments of all Bank Expenses 
(as defined in the Loan Agreement) incurred by Bank in connection with or 
attributable to this Note.  If not so paid, such unpaid interest and/or 
Bank Expenses shall become part of the principal, at the option of Bank.

Commencing on the last day of the month after the end of the Draw 
Period (the "Principal Repayment Commencement Date") and continuing on 
the last day of each month thereafter until the Equipment Line Maturity 
Date (as hereinafter defined), Borrower shall make (i) equal and 
consecutive monthly principal payments with each payment being in an 
amount sufficient to repay the aggregate principal amount of advances 
under the Equipment Purchase Line outstanding as of the Principal 
Repayment Commencement Date over sixty (60) months on a straight-line 
basis, (ii) monthly interest payments at the Rate on the outstanding 
amount of advances under the Equipment Purchase Line, and (iii) all Bank 
Expenses incurred by Bank in connection with Equipment Purchase Line.  For 
the purpose of this Agreement, the "Equipment Line Maturity Date" shall 
be sixty (60) months after the Principal Repayment Commencement Date.


The aggregate unpaid balance of all Advances made hereon at any time 
shall not exceed One Million Dollars ($1,000,000.00).  In the event that 
the amount of all Advances hereunder shall exceed One Million Dollars 
($1,000,000.00), Borrower shall immediately, and without demand, make 
payment to Bank in an amount sufficient to reduce the balance hereof to an 
amount that is less than said limitation.  All Advances shall be 
conclusively presumed to have been made to, for the benefit of, and at the 
request of Borrower when deposited or credited to the account of Borrower 
with Bank or made in accordance with the terms of the Loan Agreement or 
the oral or written instructions of Borrower, or any one signing below for 
or on behalf of the undersigned.

Bank may, at its option, elect to treat any due but unpaid interest 
and Bank Expenses as advances under the Credit, and all such advances 
shall bear interest on the Daily Balance thereof, at a per annum rate 
applicable to the Credit under the terms of this Agreement.  The receipt 
of any check or other item of payment by Bank shall not be considered a 
payment until such check or other item of payment is honored when 
presented for payment, in which event, said check or other item of payment 
shall be deemed to have been paid to Bank in accordance with Bank's rules 
and regulations relating to credits to deposit accounts or, in Bank's 
discretion, two (2) calendar days after the date Bank actually receives 
possession of such check or other item of payment.

Upon the occurrence of an Event of Default under the Loan Agreement 
which has not been cured as therein provided or waived by Bank in writing, 
the whole sum of principal, interest and Bank Expenses relating to such 
Advances shall become due immediately at the option of Bank.

Upon the occurrence of an Event of Default under the Loan Agreement 
(which has not been cured as therein provided or waived by Bank in 
writing) and at the option of Bank, interest may be charged on the 
Advances outstanding on the date of such Event of Default at the rate of 
five (5) percentage points greater than the Rate (the "Default Rate"). The 
Default Rate shall commence on the day following any Event of Default and 
shall continue until such Event of Default has been cured to the 
satisfaction of Bank.

If this Note is not paid when due, Borrower promises to pay all 
costs and expenses of collection and all attorneys' fees and costs 
incurred by Bank on account of such collection, whether or not suit is 
filed, which said costs, expenses and fees shall become part of principal. 
 The indebtedness evidenced hereby shall be payable in lawful money of the 
United States of America.

This Note is subject to the terms and conditions of the Loan 
Agreement.  The obligations arising under this Note constitute Obligations 
under and pursuant to the terms of the Loan Agreement and are secured 
under and pursuant to the terms thereof.


IN WITNESS WHEREOF, the undersigned has caused this Note to be 
executed by its officers thereunto duly authorized and directed by a 
Resolution of its Board of Directors.

SCIENTIFIC TECHNOLOGIES INCORPORATED WHICH 
WILL DO BUSINESS IN CALIFORNIA AS OREGON 
SCIENTIFIC TECHNOLOGIES, an Oregon 
corporation


        By: /s/Joseph J. Lazzara                
Its:   President and Chief Executive Officer