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                                                                 Exhibit 10.23




                                          RECORDED IN OFFICIAL RECORDS
                                          INSTRUMENT # 1669892 8 PGS
                                        2000 APR 03 03:23 PM BK 2283 PG 707
                                                J.K. "BUDDY" IRBY
                                             CLERK OF CIRCUIT COURT
                                             ALACHUA COUNTY, FLORIDA
WHEN RECORDED MAIL TO:                       CLERK2 RECEIPT #011043
   NATIONSBANK, N.A.                        Doc Stamp-Mort: 9,800.00
   P.O. BOX 40329                             Intang. Tax: 5,600.00
   JACKSONVILLE, FL 32231-0329             By: Sandra L. Copeland D.C.

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THIS MORTGAGE PREPARED BY:

                            NAME: FAYE S. STORMS
                            COMPANY: BANK OF AMERICA, N.A.
                            ADDRESS: P.O. BOX 40329,, JACKSONVILLE, FL,
                            32203-0239

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NATIONSBANK

                                    MORTGAGE

THIS MORTGAGE IS DATED MARCH 30, 2000, BETWEEN REGENERATION TECHNOLOGIES,
INC., A FLORIDA CORPORATION, WHOSE ADDRESS IS 1 INNOVATION DRIVE, ALACHUA, FL
32615 (REFERRED TO BELOW AS "GRANTOR"); AND BANK OF AMERICA, N.A., WHOSE
ADDRESS IS P.O. BOX 40329, JACKSONVILLE, FL 32203-0329 (REFERRED TO BELOW AS
"LENDER").

GRANT OF MORTGAGE. For valuable consideration, Grantor mortgages to Lender
all of Grantor's right, title, and interest in and to the following described
real property, together with all existing or subsequently erected or affixed
buildings, improvements and fixtures; all easements, rights of way, and
appurtenances; all water, water rights, watercourses and ditch rights
(including stock in utilities with ditch or irrigation rights); and all other
rights, royalties, and profits relating to the real property, including
without limitation all minerals, oil, gas, geothermal and similar matters,
LOCATED IN ALACHUA COUNTY, STATE OF FLORIDA (THE "REAL PROPERTY"):

           REAL PROPERTY AS DESCRIBED ON EXHIBIT "A" ATTACHED HERETO AND MADE
A PART HEREOF BY REFERENCE THE REAL PROPERTY OR ITS ADDRESS IS COMMONLY KNOWN
AS 1 INNOVATION DRIVE, ALACHUA, FL 32615.

Grantor presently assigns to Lender all of Grantor's right, title, and
interest in and to all leases of the Property and all Rents from the
Property. In addition, Grantor grants to Lender a Uniform Commercial Code
security interest in the Personal Property and Rents.

DEFINITIONS. The following words shall have the following meanings when used
in this Mortgage. Terms not otherwise defined in this Mortgage shall have the
meanings attributed to such terms in the Uniform Commercial Code. All
references to dollar amounts shall mean amounts in lawful money of the United
States of America.

    GRANTOR. The word "Grantor" means REGENERATION TECHNOLOGIES, INC. The
    Grantor is the mortgager under this Mortgage.

    GUARANTOR. The word "Guarantor" means and includes without limitation
    each and all of the guarantors, sureties, and accommodation parties in
    connection with the Indebtedness.

    IMPROVEMENTS. The word "Improvements" means and includes without limitation
    all existing and future improvements, buildings, structures, mobile homes
    affixed on the Real Property, facilities, additions, replacements and
    other construction on the Real Property.

    INDEBTEDNESS. The word "Indebtedness" means all principal and interest
    payable under the Note and any amounts expended or advanced by Lender to
    discharge obligations of Grantor or expenses incurred by Lender to
    enforce obligations of Grantor under this Mortgage, together with
    interest on such amounts as provided in this Mortgage. Specifically,
    without limitation, this Mortgage secures, in addition to the amounts
    specified in the Note, all future amounts Lender in its discretion may
    loan to Grantor within twenty (20) years of the date of this Mortgage,
    together with all interest thereon; however, in no event shall such
    future advances (excluding interest) exceed in the aggregate
    $5,600,000.00. The total amount of indebtedness secured by this Mortgage
    may decrease or increase from time to time, but the maximum amount of
    principal indebtedness which may be outstanding at any one time shall not
    exceed $8,400,000.00, plus interest, and amounts expended or advanced by
    Lender for the payment of taxes, levies or insurance on the Property, and
    interest on such amounts.

    LENDER. The word "Lender" means Bank of America, N.A., its successors and
    assigns. The Lender is the mortgagee under this Mortgage.

    MORTGAGE. The word "Mortgage" means this Mortgage between Grantor and
    Lender, and includes without limitation all assignments and security
    interest provisions relating to the Personal Property and Rents.

    NOTE. The word "Note" means the promissory note or credit agreement dated
    March 30, 2000, IN THE ORIGINAL PRINCIPAL AMOUNT OF $2,800,000.00 from
    Grantor to Lender, together with all renewals of, extensions of,
    modifications of, refinancings of, consolidations of, and substitutions
    for the promissory note or agreement. NOTICE TO GRANTOR: THE NOTE
    CONTAINS A VARIABLE INTEREST RATE.

    PERSONAL PROPERTY. The words "Personal Property" mean all equipment,
    fixtures, and other articles of personal property now or hereafter owned
    by Grantor, and now or hereafter attached or affixed to the Real
    Property; together with all accessions, parts, and additions to, all
    replacements of, and all substitutions for, any of such property; and
    together with all proceeds (including without limitation all insurance
    proceeds and refunds of premiums) from any sale or other disposition of
    the Property.

    PROPERTY. The word "Property" means collectively the Real Property and
    the Personal Property.

    REAL PROPERTY. The words "Real Property" mean the property, interests
    and rights described above in the "Grant of Mortgage" section.


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    RELATED DOCUMENTS. The words "Related Documents" mean and include without
    limitation all promissory notes, credit agreements, loan agreements,
    environmental agreements, guaranties, security agreements, mortgages,
    deeds of trust, and all other instruments, agreements and documents,
    whether now or hereafter existing, executed in connection with the
    indebtedness.

    RENTS. The word "Rents" means all present and future rents, revenues,
    income, issues, royalties, profits, and other benefits derived from the
    Property.

THIS MORTGAGE, INCLUDING THE ASSIGNMENT OF RENTS AND THE SECURITY INTEREST IN
THE RENTS AND PERSONAL PROPERTY, IS GIVEN TO SECURE (1) PAYMENT OF THE
INDEBTEDNESS AND (2) PERFORMANCE OF ALL OBLIGATIONS OF GRANTOR UNDER THIS
MORTGAGE AND THE RELATED DOCUMENTS. THIS MORTGAGE IS GIVEN AND ACCEPTED ON
THE FOLLOWING TERMS:

PAYMENT AND PERFORMANCE. Except as otherwise provided in this Mortgage,
Grantor shall pay to Lender all amounts secured by this Mortgage as they
become due, and shall strictly perform all of Grantor's obligations under
this Mortgage.

POSSESSION AND MAINTENANCE OF THE PROPERTY. Grantor agrees that Grantor's
possession and use of the Property shall be governed by the following
provisions:

    POSSESSION AND USE: Until Grantor's interest in any or all of the
    Property is foreclosed or until Lender exercises its right to collect
    Rents as provided for in the Assignment of Rents form executed by Grantor
    in connection with the Property, Grantor may remain in possession and
    control of and operate and manage the Property and collect the Rents from
    the Property.

    DUTY TO MAINTAIN. Grantor shall maintain the Property in tenantable
    condition and promptly perform all repairs, replacements, and maintenance
    necessary to preserve its value.

    HAZARDOUS SUBSTANCES. The terms "hazardous waste," "Hazardous substance,"
    "disposal," "release," and "threatened release," as used in this
    Mortgage, shall have the same meanings as set forth in the Comprehensive
    Environmental Response, Compensation, and Liability Act of 1980, as
    amended, 42 U.S.C. Section 9601, et seq. ("CERCLA"), the Superfund
    Amendments and Reauthorization Act of 1986, Pub. L. No. 99-499 ("SARA"),
    the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et
    seq., the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901,
    et seq., or other applicable state or Federal laws, rules, or regulations
    adopted pursuant to any of the foregoing. The terms "hazardous waste" and
    "hazardous substance" shall also include, without limitation, petroleum
    and petroleum by-products or any fraction thereof and asbestos. Grantor
    represents and warrants to Lender that: (a) During the period of
    Grantor's ownership of the Property, there has been no use, generation,
    manufacture, storage, treatment, disposal, release or threatened release
    of any hazardous waste or substance by any person on, under, about or
    from the Property; (b) Grantor has no knowledge of, or reason to believe
    that there has been, except as previously disclosed to and acknowledged
    by Lender in writing, (i) any use, generation, manufacture, storage,
    treatment, disposal, release, or threatened release of any hazardous
    waste or substance on, under, about or from the Property by any prior
    owners or occupants of the Property or (ii) any actual or threatened
    litigation or claims of any kind by any person relating to such matters;
    and (c) Except as previously disclosed to and acknowledged by Lender in
    writing, (i) neither Grantor nor any tenant, contractor, agent or other
    authorized user of the Property shall use, generate, manufacture, store,
    treat, dispose of, or release any hazardous waste or substance on, under,
    about or from the Property and (ii) any such activity shall be conducted
    in compliance with all applicable federal, state, and local laws,
    regulations and ordinances, including without limitation those laws,
    regulations, and ordinances described above. Grantor authorizes Lender
    and its agents to enter upon the Property to make such inspections and
    tests, at Grantor's expense, as Lender may deem appropriate to determine
    compliance of the Property with this section of the Mortgage. Any
    inspections or tests made by Lender shall be for Lender's purposes only
    and shall not be construed to create any responsibility or liability on
    the part of Lender to Grantor or to any other person. The representations
    and warranties contained herein are based on Grantor's due diligence in
    investigating the Property for hazardous waste and hazardous substances.
    Grantor hereby (a) releases and waives any future claims against Lender
    for indemnity or contribution in the event Grantor becomes liable for
    cleanup or other costs under any such laws, and (b) agrees to indemnify
    and hold harmless Lender against any and all claims, losses, liabilities,
    damages, penalties, and expenses which Lender may directly or indirectly
    sustain or suffer resulting from a breach of this section of the Mortgage
    or as a consequence of any use, generation, manufacture, storage,
    disposal, release or threatened release of a hazardous waste or substance
    on the properties. The provisions of this section of the Mortgage,
    including the obligation to indemnify, shall survive the payment of the
    indebtedness and the satisfaction and reconveyance of the lien of this
    Mortgage and shall not be affected by Lender's acquisition of any
    interest in the Property, whether by foreclosure or otherwise.

    NUISANCE, WASTE. Grantor shall not cause, conduct or permit any nuisance
    nor commit, permit, or suffer any stripping of or waste on or to the
    Property or any portion of the Property. Without limiting the generality
    of the foregoing, Grantor will not remove, or grant to any other party
    the right to remove, any timber, minerals (including oil and gas), soil,
    gravel or rock products without the prior written consent of Lender.

    REMOVAL OF IMPROVEMENTS. Grantor shall not demolish or remove any
    improvements from the Real Property without the prior written consent of
    Lender. As a condition to the removal of any improvements, Lender may
    require Grantor to make arrangements satisfactory to Lender to replace
    such improvements with improvements of at least equal value.

    SUBSEQUENT LIENS. Grantor shall not allow any subsequent liens or
    mortgages on all or any portion of the Property without the prior written
    consent of Lender.

    LENDER'S RIGHT TO ENTER. Lender and its agents and representatives may
    enter upon the Real Property at all reasonable times to attend to
    Lender's interests and to inspect the Property for purposes of Grantor's
    compliance with the terms and conditions of this Mortgage.

    COMPLIANCE WITH GOVERNMENTAL REQUIREMENTS. Grantor shall promptly comply
    with all laws, ordinances, and regulations, now or hereafter in effect,
    of all governmental authorities applicable to the use or occupancy of the
    Property, including without limitation, the Americans With Disabilities
    Act. Grantor may contest in good faith any such law, ordinance, or
    regulation and withhold compliance during any proceeding, including
    appropriate appeals, so long as Grantor has notified Lender in writing
    prior to doing so and so long as, in Lender's sole opinion, Lender's
    interests in the Property are not jeopardized. Lender may require Grantor
    to post adequate security or a surety bond, reasonably satisfactory to
    Lender, to protect Lender's interest.

    DUTY TO PROTECT. Grantor agrees neither to abandon nor leave unattended
    the Property. Grantor shall do all other acts, in addition to those acts
    set forth above in this section, which from the character and use of the
    Property are reasonably necessary to protect and preserve the Property.

DUE ON SALE - CONSENT BY LENDER. Lender may, at its option, declare
immediately due and payable all sums secured by this Mortgage upon the


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sale or transfer, without the Lender's prior written consent, of all or any
part of the Real Property, or any interest in the Real Property. A "sale or
transfer" means the conveyance of Real Property or any right, title or
interest therein; whether legal, beneficial or equitable; whether voluntary
or involuntary; whether by outright sale, deed, installment sale contract,
land contract, contract for deed, leasehold interest with a term greater than
three (3) years, lease-option contract, or by sale, assignment, or transfer
of any beneficial interest in or to any land trust holding title to the Real
Property, or by any other method of conveyance of Real Property Interest. If
any Grantor is a corporation, partnership or limited liability company,
transfer also includes any change in ownership of more than twenty-five
percent (25%) of the voting stock, partnership interests or limited liability
company interests, as the case may be, of Grantor. However, this option shall
not be exercised by Lender if such exercise is prohibited by federal law or
by Florida law.

TAXES AND LIENS. The following provisions relating to the taxes and liens on
the Property are a part of this Mortgage.

    PAYMENT. Grantor shall pay when due (and in all events prior to
    delinquency) all taxes, payroll taxes, special taxes, assessments, water
    charges and sewer service charges levied against or on account of the
    Property, and shall pay when due all claims for work done on or for
    services rendered or material furnished to the Property. Grantor shall
    maintain the Property free of all liens having priority over or equal to
    the interest of Lender under this Mortgage, except for the lien of taxes
    and assessments not due, and except as otherwise provided in the
    following paragraph.

    RIGHT TO CONTEST. Grantor may withhold payment of any tax, assessment or
    claim in connection with a good faith dispute over the obligation to pay,
    so long as Lender's interest in the Property is not jeopardized. If a
    lien arises or is filed as a result of nonpayment, Grantor shall within
    fifteen (15) days after the lien arises or, if a lien is filed, within
    fifteen (15) days after Grantor has notice of the filing, secure the
    discharge of the lien, or if requested by Lender, deposit with Lender
    cash or a sufficient corporate surety bond or other security satisfactory
    to Lender in an amount sufficient to discharge the lien plus any costs
    and reasonable attorneys' fees or other charges that could accrue as a
    result of a foreclosure or sale under the lien. In any contest, Grantor
    shall defend itself and Lender and shall satisfy any adverse judgment
    before enforcement against the Property. Grantor shall name Lender as an
    additional obligee under any surety bond furnished in the contest
    proceedings.

    EVIDENCE OF PAYMENT. Grantor shall upon demand furnish to Lender
    satisfactory evidence of payment of the taxes or assessments and shall
    authorize the appropriate governmental official to deliver to Lender at
    any time a written statement of the taxes and assessments against the
    Property.

    NOTICE OF CONSTRUCTION. Grantor shall notify Lender at least fifteen (15)
    days before any work is commenced, any services are furnished, or any
    materials are supplied to the Property, if any mechanic's lien,
    materialmen's lien, or other lien could be asserted on account of the
    work, services, or materials. Grantor will upon request of Lender furnish
    to Lender advance assurances satisfactory to Lender that Grantor can and
    will pay the cost of such improvements.

PROPERTY DAMAGE INSURANCE. The following provisions relating to insuring the
Property are a part of this Mortgage.

    MAINTENANCE OF INSURANCE. Grantor shall procure and maintain policies of
    fire insurance with standard extended coverage endorsements on a
    replacement basis for the full insurable value covering all improvements
    on the Real Property in an amount sufficient to avoid application of any
    coinsurance clause, and with a standard mortgagee clause in favor of
    Lender. Grantor shall also procure and maintain comprehensive general
    liability insurance in such coverage amounts as Lender may request with
    Lender being named as additional insureds in such liability insurance
    policies. Additionally, Grantor shall maintain such other insurance,
    including but not limited to hazard, business interruption and boiler
    insurance as Lender may require. Policies shall be written by such
    insurance companies and in such form as may be reasonably acceptable to
    Lender. Grantor shall deliver to Lender certificates of coverage from
    each insurer containing a stipulation that coverage will not be cancelled
    or diminished without a minimum of thirty (30) days' prior written notice
    to Lender and not containing any disclaimer of the insurer's liability
    for failure to give such notice. Each insurance policy also shall include
    an endorsement providing that coverage in favor of Lender will not be
    impaired in any way by any act, omission or default of Grantor or any
    other person. Should the Real Property at any time become located in an
    area designated by the Director of the Federal Emergency Management
    Agency as a special flood hazard area, Grantor agrees to obtain and
    maintain Federal Flood Insurance for the full unpaid principal balance of
    the loan and any prior liens on the property securing the loan, up to the
    maximum policy limits set under the National Flood Insurance Program, or as
    otherwise required by Lender, and to maintain such insurance for the term
    of the loan.

    APPLICATION OF PROCEEDS. Grantor shall promptly notify Lender of any loss
    or damage to the Property. Lender may make proof of loss if Grantor fails
    to do so within fifteen (15) days of the casualty. Whether or not
    Lender's security is impaired, Lender may, at its election, apply the
    proceeds to the reduction of the indebtedness, payment of any lien
    affecting the Property, or the restoration and repair of the Property. If
    Lender elects to apply the proceeds to restoration and repair, Grantor
    shall repair or replace the damaged or destroyed improvements in a manner
    satisfactory to Lender. Lender shall, upon satisfactory proof of such
    expenditure, pay or reimburse Grantor from the proceeds for the reasonable
    cost of repair or restoration if Grantor is not in default under this
    Mortgage. Any proceeds which have not been disbursed within 180 days
    after their receipt and which Lender has not committed to the repair or
    restoration of the Property shall be used first to pay any amount owing
    to Lender under this Mortgage, then to pay accrued interest, and the
    remainder, if any, shall be applied to the principal balance of the
    indebtedness. If Lender holds any proceeds after payment in full of the
    indebtedness, such proceeds shall be paid to Grantor.

    UNEXPIRED INSURANCE AT SALE. Any unexpired insurance shall inure to the
    benefit of, and pass to, the purchaser of the Property covered by this
    Mortgage at any trustee's sale or other sale held under the provisions of
    this Mortgage, or at any foreclosure sale of such Property.

    GRANTOR'S REPORT ON INSURANCE. Upon request of Lender, however not more
    than once a year, Grantor shall furnish to Lender a report on each
    existing policy of insurance showing: (a) the name of the insurer;
    (b) the risks insured; (c) the amount of the policy; (d) the property
    insured, the then current replacement value of such property, and the
    manner of determining that value; and (e) the expiration date of the
    policy. Grantor shall, upon request of Lender, have an independent
    appraiser satisfactory to Lender determine the cash value replacement cost
    of the Property.

EXPENDITURES BY LENDER. If Grantor fails to comply with any provision of this
Mortgage, or if any action or proceeding is commenced that would materially
affect Lender's interests in the Property, Lender on Grantor's behalf may,
but shall not be required to, take any action that Lender deems appropriate.
Any amount that Lender expends in so doing will bear interest at the rate
provided for in the Note from the date incurred or paid by Lender to the date
of repayment by Grantor. All such expenses, at Lender's option, will (a) be
payable on demand, (b) be added to the balance of the Note and be apportioned
among and be payable with any installment payments to become due during
either (i) the term of any applicable insurance policy or (ii) the remaining
term of the Note, or (c) be treated as a balloon payment which will be due
and payable at the Note's maturity. This Mortgage also will secure payment of
these amounts. The rights provided for in this paragraph shall be in addition
to any other rights or any remedies to which Lender may be entitled on
account of the default. Any such action by Lender shall not be construed as
curing the default so as to bar Lender from any remedy that it otherwise
would have had.

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WARRANTY; DEFENSE OF TITLE. The following provisions relating to ownership of
the Property are a part of this Mortgage.

    TITLE. Grantor warrants that: (a) Grantor holds good and marketable title
    of record to the Property in fee simple, free and clear of all liens and
    encumbrances other than those set forth in the Real Property description
    or in any title insurance policy, title report, or final title opinion
    issued in favor of, and accepted by, Lender in connection with this
    Mortgage, and (b) Grantor has the full right, power, and authority to
    execute and deliver this Mortgage to Lender.

    DEFENSE OF TITLE. Subject to the exception in the paragraph above,
    Grantor warrants and will forever defend the title to the Property
    against the lawful claims of all persons. In the event any action or
    proceeding is commenced that questions Grantor's title or the interest of
    Lender under this Mortgage, Grantor shall defend the action at Grantor's
    expense. Grantor may be the nominal party in such proceeding, but Lender
    shall be entitled to participate in the proceeding and to be represented
    in the proceeding by counsel of Lender's own choice, and Grantor will
    deliver, or cause to be delivered, to Lender such instruments as Lender
    may request from time to time to permit such participation.

    COMPLIANCE WITH LAWS. Grantor warrants that the Property and Grantor's
    use of the Property complies with all existing applicable laws,
    ordinances, and regulations of governmental authorities.

CONDEMNATION. The following provisions relating to condemnation of the
Property are a part of this Mortgage.

    APPLICATION OF NET PROCEEDS. If all or any part of the Property is
    condemned by eminent domain proceedings or by any proceeding or purchase
    in lieu of condemnation, Lender may at its election require that all or
    any portion of the net proceeds of the award be applied to the
    indebtedness or the repair or restoration of the Property. The net
    proceeds of the award shall mean the award after payment of all
    reasonable costs, expenses, and attorneys' fees incurred by Lender in
    connection with the condemnation.

    PROCEEDINGS. If any proceeding in condemnation is filed, Grantor shall
    promptly notify Lender in writing, and Grantor shall promptly take such
    steps as may be necessary to defend the action and obtain the award.
    Grantor may be the nominal party in such proceeding, but Lender shall be
    entitled to participate in the proceeding and to be represented in the
    proceeding by counsel of its own choice, and Grantor will deliver or
    cause to be delivered to Lender such instruments as may be requested by
    it from time to time to permit such participation.

IMPOSITION OF TAXES, FEES AND CHARGES BY GOVERNMENTAL AUTHORITIES. The
following provisions relating to governmental taxes, fees and charges are a
part of this Mortgage:

    CURRENT TAXES, FEES AND CHARGES. Upon request by Lender, Grantor shall
    execute such documents in addition to this Mortgage and take whatever
    other action is requested by Lender to perfect and continue Lender's lien
    on the Real Property. Grantor shall reimburse Lender for all taxes, as
    described below, together with all expenses incurred in recording,
    perfecting or continuing this Mortgage, including without limitation all
    intangible personal property taxes, documentary stamp taxes, fees, and
    other charges for recording or registering this Mortgage.

    TAXES. The following shall constitute taxes to which this section
    applies: (a) a specific tax, including without limitation an intangible
    personal property tax, upon this type of Mortgage or upon all or any
    part of the indebtedness secured by this Mortgage; (b) a specific tax on
    Grantor which Grantor is authorized or required to deduct from payments
    on the indebtedness secured by this type of Mortgage; (c) a tax on this
    type of Mortgage chargeable against the Lender or the holder of the Note;
    and (d) a specific tax on all or any portion of the indebtedness or on
    payments of principal and interest made by Grantor.

    SUBSEQUENT TAXES. If any tax to which this section applies is enacted
    subsequent to the date of this Mortgage, this event shall have the same
    effect as an Event of Default (as defined below), and Lender may exercise
    any or all of its available remedies for an Event of Default as provided
    below unless Grantor either (a) pays the tax before it becomes
    delinquent, or (b) contests the tax as provided above in the Taxes and
    Liens section and deposits with Lender cash or a sufficient corporate
    surety bond or other security satisfactory to Lender.

SECURITY AGREEMENT; FINANCING STATEMENTS. The following provisions relating
to this Mortgage as a security agreement are a part of this Mortgage.

    SECURITY AGREEMENT. This instrument shall constitute a security agreement
    to the extent any of the Property constitutes fixtures or other personal
    property, and Lender shall have all of the rights of a secured party
    under the Uniform Commercial Code as amended from time to time.

    SECURITY INTEREST. Upon request by Lender, Grantor shall execute
    financing statements and take whatever other action is requested by
    Lender to perfect and continue Lender's security interest in the Rents
    and Personal Property. In addition to recording this Mortgage in the real
    property records, Lender may, at any time and without further
    authorization from Grantor, file executed counterparts, copies or
    reproductions of this Mortgage as a financing statement. Grantor shall
    reimburse Lender for all expenses incurred in perfecting or continuing
    this security interest. Upon default, Grantor shall assemble the Personal
    Property in a manner and at a place reasonably convenient to Grantor and
    Lender and make it available to Lender within three (3) days after
    receipt of written demand from Lender.

    ADDRESSES. The mailing addresses of Grantor (debtor) and Lender (secured
    party), from which information concerning the security interest granted
    by this Mortgage may be obtained (each as required by the Uniform
    Commercial Code), are as stated on the first page of this Mortgage.

FURTHER ASSURANCES; ATTORNEY-IN-FACT. The following provisions relating to
further assurances and attorney-in-fact are a part of this Mortgage.

    FURTHER ASSURANCES. At any time, and from time to time, upon request of
    Lender, Grantor will make, execute and deliver, or will cause to be made,
    executed or delivered, to Lender or to Lender's designee, and when
    requested by Lender, cause to be filed, recorded, refiled, or rerecorded,
    as the case may be, at such times and in such offices and places as
    Lender may deem appropriate, any and all such mortgages, deeds of trust,
    security deeds, security agreements, financing statements, continuation
    statements, instruments of further assurance, certificates, and other
    documents as may, in the sole opinion of Lender, be necessary or
    desirable in order to effectuate, complete, perfect, continue, or
    preserve (a) the obligations of Grantor under the Note, this Mortgage,
    and the Related Documents, and (b) the liens and security interests
    created by this Mortgage as first and prior liens on the Property,
    whether now owned or hereafter acquired by Grantor. Unless prohibited by
    law or agreed to the contrary by Lender in writing, Grantor shall
    reimburse Lender for all costs and expenses incurred in connection with
    the matters referred to in this paragraph.

    ATTORNEY-IN-FACT. If Grantor fails to do any of the things referred to in
    the preceding paragraph, Lender may do so for and in the name of Grantor
    and at Grantor's expense. For such purposes, Grantor hereby irrevocably
    appoints Lender as Grantor's attorney-in-fact for the purpose


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    of making, executing, delivering, filing, recording, and doing all other
    things as may be necessary or desirable, in Lender's sole opinion, to
    accomplish the matters referred to in the preceding paragraph.

FULL PERFORMANCE. If Grantor pays all the Indebtedness, including without
limitation all future advances, when due, and otherwise performs all the
obligations imposed upon Grantor under this Mortgage, Lender shall execute and
deliver to Grantor a suitable satisfaction of this Mortgage and suitable
statements of termination of any financing statement on file evidencing
Lender's security interest in the Rents and the Personal Property. Grantor will
pay, if permitted by applicable law, any reasonable termination fee as
determined by Lender from time to time.

DEFAULT. Each of the following, at the option of Lender, shall constitute an
event of default ("Event of Default") under this Mortgage:

    DEFAULT ON INDEBTEDNESS. Failure of Grantor to make any payment when due
    on the Indebtedness.

    DEFAULT ON OTHER PAYMENTS. Failure of Grantor within the time required by
    this Mortgage to make any payment for taxes or insurance, or any other
    payment necessary to prevent filing of or to effect discharge of any lien.

    COMPLIANCE DEFAULT. Failure of Grantor to comply with any other term,
    obligation, covenant or condition contained in this Mortgage, the Note or
    in any of the Related Documents.

    FALSE STATEMENTS. Any warranty, representation or statement made or
    furnished to Lender by or on behalf of Grantor under this Mortgage, the
    Note or the Related Documents is false or misleading in any material
    respect, either now or at the time made or furnished.

    DEFECTIVE COLLATERALIZATION. This Mortgage or any of the Related
    Documents ceases to be in full force and effect (including failure of any
    collateral documents to create a valid and perfected security interest or
    lien) at any time and for any reason.

    INSOLVENCY. The dissolution or termination of Grantor's existence as a
    going business, the insolvency of Grantor, the appointment of a receiver
    for any part of Grantor's property, any assignment for the benefit of
    creditors, any type of creditor workout, or the commencement of any
    proceeding under any bankruptcy or insolvency laws by or against Grantor.

    FORECLOSURE, FORFEITURE, ETC. Commencement of foreclosure or forfeiture
    proceedings, whether by judicial proceeding, self-help, repossession or
    any other method, by any creditor of Grantor or by any governmental
    agency against any of the Property. However, this subsection shall not
    apply in the event of a good faith dispute by Grantor as to the validity
    or reasonableness of the claim which is the basis of the foreclosure or
    forfeiture proceeding, provided that Grantor gives Lender written notice
    of such claim and furnishes reserves or a surety bond for the claim
    satisfactory to Lender.

    BREACH OF OTHER AGREEMENT. Any breach by Grantor under the terms of any
    other agreement between Grantor and Lender that is not remedied within
    any grace period provided therein, including without limitation any
    agreement concerning any indebtedness or other obligation of Grantor to
    Lender, whether existing now or later.

    EVENTS AFFECTING GUARANTOR. Any of the preceding events occurs with
    respect to any Guarantor of any of the indebtedness or any Guarantor dies
    or becomes incompetent, or revokes or disputes the validity of, or
    liability under, any Guaranty of the Indebtedness.

    ADVERSE CHANGE. A material adverse change occurs in Grantor's financial
    condition, or Lender believes the prospect of payment or performance of
    the Indebtedness is impaired.

    INSECURITY. LENDER IN GOOD FAITH DEEMS ITSELF INSECURE.

RIGHTS AND REMEDIES ON DEFAULT. Upon the occurrence of any Event of Default
and at any time thereafter, Lender, at its option, may exercise any one or
more of the following rights and remedies, in addition to any other rights or
remedies provided by law:

    ACCELERATE INDEBTEDNESS. Lender shall have the right at its option
    without notice to Grantor to declare the entire Indebtedness immediately
    due and payable, including any prepayment penalty which Grantor would be
    required to pay.

    UCC REMEDIES. With respect to all or any part of the Personal Property,
    Lender shall have all the rights and remedies of a secured party under
    the Uniform Commercial Code.

    JUDICIAL FORECLOSURE. Lender may obtain a judicial decree foreclosing
    Grantor's interest in all or any part of the Property.

    DEFICIENCY JUDGMENT. If permitted by applicable law, Lender may obtain a
    judgment for any deficiency remaining in the Indebtedness due to Lender
    after application of all amounts received from the exercise of the rights
    provided in this section.

    TENANCY AT SUFFERANCE. If Grantor remains in possession of the Property
    after the Property is sold as provided above or Lender otherwise becomes
    entitled to possession of the Property upon default of Grantor, Grantor
    shall become a tenant at sufferance of Lender or the purchaser of the
    Property and shall, at Lender's option, either (a) pay a reasonable
    rental for the use of the Property, or (b) vacate the Property
    immediately upon the demand of Lender.

    OTHER REMEDIES. Lender shall have all other rights and remedies provided
    in this Mortgage or the Note or available at law or in equity.

    SALE OF THE PROPERTY. To the extent permitted by applicable law, Grantor
    hereby waives any and all right to have the property marshalled. In
    exercising its rights and remedies, Lender shall be free to sell all or
    any part of the Property together or separately, in one sale or by
    separate sales. Lender shall be entitled to bid at any public sale on all
    or any portion of the Property.

    NOTICE OF SALE. Lender shall give Grantor reasonable notice of the time
    and place of any public sale of the Personal Property or of the time
    after which any private sale or other intended disposition of the Personal
    Property is to be made. Reasonable notice shall mean notice given at
    least ten (10) days before the time of the sale or disposition.

    WAIVER; ELECTION OF REMEDIES. A waiver by any party of a breach of a
    provision of this Mortgage shall not constitute a waiver of or prejudice
    the party's rights otherwise to demand strict compliance with that
    provision or any other provision. Election by Lender to pursue any remedy
    shall not exclude pursuit of any other remedy, and an election to make
    expenditures or take action to perform an obligation of Grantor under
    this Mortgage after failure of Grantor to perform shall not affect
    Lender's right to declare a default and exercise its remedies under this
    Mortgage.

    ATTORNEYS' FEES; EXPENSES. If Lender institutes any suit or action to
    enforce any of the terms of this Mortgage, Lender shall be entitled to
    recover

<PAGE>

03-30-2000                         MORTGAGE                               PAGE 6
                                 (CONTINUED)
================================================================================

    such sum as the court may adjudge reasonable as reasonable attorneys'
    fees at trial and on any appeal. Whether or not any court action is
    involved, all reasonable expenses incurred by Lender that in Lender's
    opinion are necessary at any time for the protection of its interest or
    the enforcement of its rights shall become a part of the indebtedness
    payable on demand and shall bear interest from the date of expenditure
    until repaid at the rate provided for in the Note. Expenses covered by
    this paragraph include, without limitation, however subject to any limits
    under applicable law, Lender's reasonable attorneys' fees and Lender's
    legal expenses whether or not there is a lawsuit, including reasonable
    attorneys' fees for bankruptcy proceedings (including efforts to modify
    or vacate any automatic stay or injunction), appeals and any anticipated
    post-judgment collection services, the cost of searching records,
    obtaining title reports (including foreclosure reports), surveyors'
    reports, and appraisal fees, and title insurance, to the extent permitted
    by applicable law. Grantor also will pay any court costs, in addition to
    all other sums provided by law.

NOTICES TO GRANTOR AND OTHER PARTIES. Any notice under this Mortgage,
including without limitation any notice of default and any notice of sale,
may be given manually or by mail or courier service. Notice given by
registered or certified mail is deemed given when deposited in the United
States mail, properly directed to the intended recipient's address shown near
the beginning of this Mortgage and with postage fully prepaid. Notice
otherwise given is deemed given when actually received by the recipient or
when delivered to the address to which properly sent. Any party may change its
address for notices under this Mortgage by giving written notice to the other
parties, specifying that the purpose of the notice is to change the party's
address. For notice purposes, Grantor agrees to keep Lender informed at all
times of Grantor's current address. If more than one person constitutes
Grantor, notice given to either or any of them is deemed given to both or all
of them.

MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part
of this Mortgage:

    AMENDMENTS. This Mortgage, together with any Related Documents,
    constitutes the entire understanding and agreement of the parties as to
    the matters set forth in this Mortgage. No alteration of or amendment to
    this Mortgage shall be effective unless given in writing and signed by
    the party or parties sought to be charged or bound by the alteration or
    amendment.

    ANNUAL REPORTS. If the Property is used for purposes other than Grantor's
    residence, Grantor shall furnish to Lender, upon request, a certified
    statement of net operating income received from the Property during
    Grantor's previous fiscal year in such form and detail as Lender shall
    require. "Net operating income" shall mean all cash receipts from the
    Property less all cash expenditures made in connection with the operation
    of the Property.

    APPLICABLE LAW. THIS MORTGAGE HAS BEEN DELIVERED TO LENDER AND ACCEPTED
    BY LENDER IN THE STATE OF FLORIDA. THIS MORTGAGE SHALL BE GOVERNED BY AND
    CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA.

    CAPTION HEADINGS. Caption headings in this Mortgage are for convenience
    purposes only and are not to be used to interpret or define the
    provisions of this Mortgage.

    MERGER. There shall be no merger of the interest or estate created by
    this Mortgage with any other interest or estate in the Property at any
    time held by or for the benefit of Lender in any capacity, without the
    written consent of Lender.

    SEVERABILITY. If a court of competent jurisdiction finds any provision of
    this Mortgage to be invalid or unenforceable as to any person or
    circumstance, such finding shall not render that provision invalid or
    unenforceable as to any other persons or circumstances. If feasible, any
    such offending provision shall be deemed to be modified to be within the
    limits of enforceability or validity; however, if the offending provision
    cannot be so modified, it shall be stricken and all other provisions of
    this Mortgage in all other respects shall remain valid and enforceable.

    SUCCESSORS AND ASSIGNS. Subject to the limitations stated in this
    Mortgage on transfer of Grantor's interest, this Mortgage shall be
    binding upon and inure to the benefit of the parties, their successors
    and assigns. If ownership of the Property becomes vested in a person
    other than Grantor, Lender, without notice to Grantor, may deal with
    Grantor's successors with reference to this Mortgage and the Indebtedness
    by way of forbearance or extension without releasing Grantor from the
    obligations of this Mortgage or liability under the indebtedness.

    TIME IS OF THE ESSENCE. Time is of the essence in the performance of this
    Mortgage.

    WAIVERS AND CONSENTS. Lender shall not be deemed to have waived any
    rights under this Mortgage (or under the Related Documents) unless such
    waiver is in writing and signed by Lender. No delay or omission on the
    part of Lender in exercising any right shall operate as a waiver of such
    right or any other right. A waiver by any party of a provision of this
    Mortgage shall not constitute a waiver of or prejudice the party's right
    otherwise to demand strict compliance with that provision or any other
    provision. No prior waiver by Lender, nor any course of dealing between
    Lender and Grantor, shall constitute a waiver of any of Lender's rights
    or any of Grantor's obligations as to any future transactions. Whenever
    consent by Lender is required in this Mortgage, the granting of such
    consent by Lender in any instance shall not constitute continuing consent
    to subsequent instances where such consent is required.

ARBITRATION. Any claim or controversy ("Claim") between the parties, whether
arising in contract or tort or by statute including, but not limited to,
Claims resulting from or relating to this Agreement shall, upon the request
of either party, be resolved by arbitration in accordance with the Federal
Arbitration Act (Title 9, US Code). Arbitration proceedings will be conducted
in accordance with the rules for arbitration of financial services disputes
of J.A.M.S./Endispute. The arbitration shall be conducted in any state where
real or personal property collateral for the credit is located or if there is
no collateral, in the state of any Borrower's domicile at the time of the
execution of this Agreement or at the commencement of any arbitration
proceeding. The arbitration hearing shall commence within 90 days of the
demand for arbitration and close within 90 days of commencement, and any
award, which may include legal fees, shall be issued (with a brief written
statement of the reasons therefore) within 30 days of the close of hearing.
Any dispute concerning whether a claim is arbitrable or barred by the statute
of limitations shall be determined by the arbitrator. This arbitration
provision is not intended to limit the right of any party to exercise
self-help remedies, to seek and obtain interim or provisional relief of any
kind or to initiate judicial or non-judicial foreclosure against any real or
personal property collateral.

NOTICE OF FINAL AGREEMENT. THIS WRITTEN AGREEMENT AND THE OTHER LOAN
DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE
CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL
AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE
PARTIES.

HEDGE OBLIGATION. All obligations incurred by Borrower under any agreement
between Borrower and Lender or any Lender affiliate now existing or hereafter
entered into, which provides for an interest rate, currency, equity, credit
or commodity swap, cap floor or collar, spot or forward foreign


<PAGE>

03-30-2000                         MORTGAGE                              Page 7
                                 (CONTINUED)


===============================================================================
exchange transaction, cross currency rate swap, currency option, any
combination of, or option with respect to, any of the foregoing or any
similar transactions, for the purpose of hedging Borrower's exposure to
fluctuations in interest rates, exchange rates, currency, stock portfolio or
loan valuations or commodity prices (including any sunch or similar agreement
or transaction entered into by Lender or any Lender affiliate thereof in
connection with any other agreement or transactions between Borrower and
Lender or any Lender affiliate thereof (each a "Hedge Agreement").

SWAP AGREEMENT. In addition to securing payment of the Note, Grantor
acknowledges and agrees that this Mortgage shall also secure Grantor's
obligations under that certain international SWAP Dealers Association, Inc.
Master Agreement dated March 20, 2000, and all exhibits, schedules and
addenda attached thereto by and between Grantor and Lender.

GRANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS MORTGAGE, AND
GRANTOR AGREES TO ITS TERMS.

WITNESSES:                                GRANTOR:

X  /s/ MARVIN W. BINGHAM JR.              Regeneration Technologies, Inc.
  ---------------------------------
  PRINT NAME: Marvin W. Bingham Jr.
                                          By:  /s/ JAMIE M. GROOMS
                                              --------------------------------
X  /s/ HEIDI CARPENTERS                       Jamie M. Grooms, President
  ---------------------------------
  PRINT NAME: Heidi Carpenters

ATTEST

  /s/ JAMES D. CARMELL                                 (Corporate Seal)
-----------------------------------------
  Secretary or Assistant Secretary

-------------------------------------------------------------------------------
                             CORPORATE ACKNOWLEDGEMENT

STATE OF Florida                )
        -----------------------
                                ) ss

COUNTY OF Alachua               )
         -----------------------


The foregoing instrument was acknowledged before me this 30th day of March
2000 by JAMIE M. GROOMS, PRESIDENT OF REGENERATION TECHNOLOGIES, INC., a
Florida corporation, on behalf of the corporation. He/she is personally known
to me or has produced FLA. DRIVERS LIC. as identification and did / did not
take an oath.

<TABLE>
<S>                                            <C>
                                               /s/ Marvin W. Bingham, Jr.
                                               -------------------------------------------------
                                               (Signature of Person Taking Acknowledgment)

                                               PRINT NAME:  /s/ MARVIN W. BINGHAM JR.
                                               -------------------------------------------------
                                               (Name of Acknowledger Typed, Printed or Stamped)
                MARVIN W. BINGHAM, JR.
     [SEAL]       Comm. No. CC 547201
              My Comm. Exp. May 22, 2000       -------------------------------------------------
             Bonded thru Richard Ins. Agcy.    (Title or Rank)


                                               -------------------------------------------------
                                               (Serial Number, if any)
</TABLE>

===============================================================================

<PAGE>

                                  [LETTERHEAD]


  February 17, 2000



  Legal Description
  For:  Regeneration Technologies, Inc.

  A portion of Government Lots 1 and 2 in Section 24, Township 8 South,
  Range 18 East, and being a portion of Replat of Progress Center as per plat
  thereof recorded in Plat Book "P", pages 48 and 49 of the Public Records of
  Alachua County, Florida; all lying and being in the City of Alachua,
  Alachua County, Florida and being more particularly described as follows:

  Parcel C of Replat of Progress Center as per plat thereof recorded in Plat
  Book P, pages 48 and 49 of the Public Records of Alachua County, Florida.

  Containing 6.20 acres (269,847 square feet), more or less.

Together with a non-exclusive easement created under that certain Cross
Ingress-Egress Easement Agreement by and between Innovation Partners, Ltd.,
a Florida limited partnership and Regeneration Technologies, Inc., a Florida
corporation, dated March 30, 2000 and recorded or to be recorded in the
Public Records of Alachua County, Florida.