PHG/LAS/dl
05/04/01

                                 LEASE AGREEMENT
                                 ---------------

     THIS  LEASE  (the "Lease") is executed this _____ day of ___________, 2001,
by  and  between  DUKE-WEEKS  REALTY  LIMITED  PARTNERSHIP,  an  Indiana limited
partnership  ("Landlord"),  and  CMED CATHETER & DISPOSABLES TECHNOLOGY, INC., a
Minnesota  corporation  ("Tenant").

                                   WITNESSETH:

                          ARTICLE 1 - LEASE OF PREMISES
                          -----------------------------

     Section  1.01.  Basic  Lease  Provisions  and  Definitions.
       -------------   ----------------------------------------

A.   Leased Premises (shown outlined on Exhibit A attached hereto):  Westpoint
                                        ---------
     Business  Center,  13845  Industrial  Park  Boulevard,  Plymouth, Minnesota
     55441;  Building  No.  C  (the  "Building");


B.   Rentable  Area:  approximately  11,048  square  feet;

     Landlord shall use commercially reasonable standards, consistently applied,
     in  determining  the  Rentable  Area and the rentable area of the Building.
     Landlord's  determination  of  Rentable  Area  shall conclusively be deemed
     correct  for  all  purposes  hereunder.


C.   Tenant's  Proportionate  Share:  17.38%;

D.   Minimum  Annual  Rent:

     05/01/01-04/30/02          $63,525.96
     05/01/02-04/30/03          $64,906.98
     05/01/03-04/30/04          $66,288.00;

E.   Monthly  Rental  Installments:

     05/01/01-10/31/02          $  5,293.83  per  month
     11/01/02-04/30/04          $  5,524.00  per  month;

F.   Landlord's  Share  of  Expenses:  Not  Applicable;

G.   Lease  Term:  Three  (3)  years;

H.   Commencement  Date:  May  1,  2001;

I.   Security  Deposit:  None;

J.   Guarantor:  Cardio Tech International, Inc., a Massachusetts corporation;

K.   Broker:  Duke-Weeks  Realty  Limited  Partnership  representing Landlord;

L.   Permitted  Use:  General  office and laboratory use and related purposes;

M.   Addresses  for  notices:

     Landlord:         Duke-Weeks  Realty  Limited  Partnership
                       1550  Utica  Avenue  South,  Suite  120
                       Minneapolis,  MN  55416

     Tenant:           CMED  Catheter  &  Disposables  Technology,  Inc.
                       13845  Industrial  Park  Boulevard
                       Plymouth,  MN  55441


<PAGE>
     Address for rental and other payments:

                       Duke-Weeks  Realty  Limited  Partnership
                       NW  7210
                       P.O.  Box  1450
                       Minneapolis,  MN  55485-7210

     Section  1.02.  Leased  Premises.  Landlord  hereby  leases  to  Tenant and
     -------------   ----------------
Tenant  leases  from Landlord, under the terms and conditions herein, the Leased
Premises.

                         ARTICLE 2 - TERM AND POSSESSION
                         -------------------------------

     Section  2.01.  Term.  The  term  of this Lease ("Lease Term") shall be for
     -------------   ----
the  period of time and shall commence on the Commencement Date described in the
Basic  Lease  Provisions.  Upon delivery of possession of the Leased Premises to
Tenant,  Tenant  shall  execute  a letter of understanding acknowledging (i) the
Commencement  Date  of  this Lease, and (ii) that Tenant has accepted the Leased
Premises.  If  Tenant  takes  possession  of  and  occupies the Leased Premises,
Tenant  shall  be  deemed  to  have  accepted  the  Leased Premises and that the
condition  of  the Leased Premises and the Building was at the time satisfactory
and  in  conformity  with  the  provisions  of  this  Lease  in  all  respects.

     Section  2.02.  Construction of Tenant Improvements.  Tenant has personally
     -------------   -----------------------------------
inspected  the  Leased  Premises  and  accepts  the  same  "AS  IS"  without
representation  or  warranty  by Landlord of any kind and with the understanding
that  Landlord  shall  have  no  responsibility  with  respect thereto except to
construct  in  a  good  and  workmanlike  manner  the improvements designated as
Landlord's  obligations  on  the  attached Exhibit B.  Landlord and Tenant agree
                                           ---------
that all work on any subsequent tenant finish improvements shall be performed by
Duke  Construction  Limited Partnership or a subsidiary or affiliate of Landlord
which  shall receive a construction management fee of ten percent (10%) of total
project  cost  as  Landlord's  construction  manager  or  general  contractor.
Notwithstanding the foregoing, Tenant shall be entitled to construct, install or
renovate at its own cost and expense and in compliance with all applicable laws,
codes,  and regulations, a "clean room" or "FDA Lab Space" subject to Landlord's
advance  written  approval  of  plans,  specifications  and  contractors  or
subcontractors, which consent shall not be unreasonably withheld, conditioned or
delayed  and  no  construction  management fee shall be charged by Landlord with
respect  to  such  work.

     Section  2.03.  Surrender  of the Premises.  Upon the expiration or earlier
     -------------   --------------------------
termination  of  this  Lease,  Tenant  shall  immediately  surrender  the Leased
Premises  to Landlord in broom-clean condition and in good condition and repair.
Tenant  shall  also  remove  its  personal  property,  trade fixtures and any of
Tenant's  alterations  designated by Landlord, promptly repair any damage caused
by  such removal, and restore the Leased Premises to the condition existing upon
the Commencement Date, reasonable wear and tear excepted.  If Tenant fails to do
so,  Landlord  may  restore  the  Leased  Premises to such condition at Tenant's
expense,  Landlord  may  cause  all  of  said property to be removed at Tenant's
expense,  and  Tenant  hereby  agrees  to pay all the costs and expenses thereby
reasonably  incurred.  All  Tenant property which is not removed within ten (10)
days  following  Landlord's written demand therefor shall be conclusively deemed
to  have  been abandoned by Tenant, and Landlord shall be entitled to dispose of
such  property  at  Tenant's  cost  without  thereby  incurring any liability to
Tenant.  The  provisions  of  this section shall survive the expiration or other
termination  of  this  Lease.

     Section  2.04.  Holding  Over.  If  Tenant retains possession of the Leased
     -------------   -------------
Premises after the expiration or earlier termination of this Lease, Tenant shall
become  a  tenant from month to month at twice of the Monthly Rental Installment
in  effect at the end of the Lease Term, and otherwise upon the terms, covenants
and  conditions  herein specified, so far as applicable.  Acceptance by Landlord
of  rent  in  such event shall not result in a renewal of this Lease, and Tenant
shall  vacate  and  surrender  the Leased Premises to Landlord upon Tenant being
given  thirty (30) days' prior written notice from Landlord to vacate whether or
not said notice is given on the rent paying date.  This Section 2.04 shall in no
way  constitute  a  consent  by  Landlord to any holding over by Tenant upon the
expiration  or  earlier termination of this Lease, nor limit Landlord's remedies
in  such  event.

                                ARTICLE 3 - RENT
                                ----------------

     Section  3.01.  Base Rent.  Tenant shall pay to Landlord the Minimum Annual
     -------------   ---------
Rent  in  the  Monthly  Rental  Installments,  in  advance, without deduction or
offset,  beginning  on  the  Commencement Date and on or before the first day of
each  and  every  calendar  month thereafter during the Lease Term.  The Monthly
Rental  Installment  for  partial  calendar  months  shall  be  prorated.


                                      -2-
<PAGE>
     Section  3.02.  Additional  Rent.  In  addition to the Minimum Annual Rent,
     -------------   ----------------
Tenant  shall  pay  to Landlord for each calendar year during the Lease Term, as
"Additional  Rent,"  Tenant's  Proportionate  Share  of  all  costs and expenses
incurred  by  Landlord during the Lease Term for Real Estate Taxes and Operating
Expenses for the Building and common areas (collectively "Common Area Charges").

     "Operating  Expenses"  shall mean all of Landlord's expenses for operation,
repair,  replacement  and  maintenance  to keep the Building and common areas in
good  order,  condition  and  repair  (including all additional direct costs and
expenses  of operation and maintenance of the Building which Landlord reasonably
determines  it  would have paid or incurred during such year if the Building had
been  fully  occupied), including, but not limited to, service and other charges
incurred  in  the  operation and maintenance of the electrical systems, heating,
ventilation  and  air  conditioning  systems and sprinkler and plumbing systems;
management  or  administrative  fees;  utilities;  stormwater  discharge  fees;
license,  permit, inspection and other fees; fees and assessments imposed by any
covenants  or  owners'  association;  security  services; insurance premiums and
deductibles;  and  maintenance, repair and replacement of the driveways, parking
areas  (including  snow removal), exterior lighting, landscaped areas, walkways,
curbs,  drainage  strips,  sewer  lines,  exterior walls, foundation, structural
frame, roof and gutters.  The cost of any capital improvement shall be amortized
over the useful life of such improvement (as reasonably determined by Landlord),
and  only  the  amortized  portion  shall  be  included  in  Operating Expenses.

     "Real Estate Taxes" shall include any form of real estate tax or assessment
or service payments in lieu thereof, and any license fee, commercial rental tax,
improvement  bond  or  other  similar  charge  or  tax  (other than inheritance,
personal  income or estate taxes) imposed upon the Building or  common areas (or
against Landlord's business of leasing the Building) by any authority having the
power  to  so  charge or tax, together with costs and expenses of contesting the
validity  or  amount  of  Real  Estate  Taxes  which at Landlord's option may be
calculated  as  if  such  contesting work had been performed on a contingent fee
basis  (whether  charged  by  Landlord's  counsel  or  representative; provided,
however,  that  said  fees  are  reasonably  comparable  to the fees charged for
similar  services  by others not affiliated with Landlord, but in no event shall
fees exceed thirty-three percent (33%) of the good faith estimated tax savings).
Additionally, Tenant shall pay, prior to delinquency, all taxes assessed against
and levied upon trade fixtures, furnishings, equipment and all personal property
of  Tenant  contained  in  the  Leased  Premises.

     Section  3.03.  Payment  of  Additional  Rent.  Landlord shall estimate the
     -------------   -----------------------------
total  amount  of Additional Rent to be paid by Tenant during each calendar year
of  the  Lease  Term,  pro-rated  for  any  partial  years.  Commencing  on  the
Commencement Date, Tenant shall pay to Landlord each month, at the same time the
Monthly  Rental Installment is due, an amount equal to one-twelfth (1/12) of the
estimated Additional Rent for such year.  Within a reasonable time after the end
of each calendar year, Landlord shall submit to Tenant a statement of the actual
amount of such Additional Rent and within thirty (30) days after receipt of such
statement,  Tenant  shall  pay any deficiency between the actual amount owed and
the  estimates  paid  during  such  calendar year.  In the event of overpayment,
Landlord  shall  credit  the  amount  of  such  overpayment  toward  the  next
installments  of  Minimum  Rent.

     Section 3.04.  Late Charges.  Tenant acknowledges that Landlord shall incur
     ------------   ------------
certain  additional unanticipated administrative and legal costs and expenses if
Tenant  fails  to  timely  pay  any  payment  required hereunder.  Therefore, in
addition  to  the other remedies available to Landlord hereunder, if any payment
required  to  be paid by Tenant to Landlord hereunder shall become overdue, such
unpaid  amount  shall  bear  interest  from  the due date thereof to the date of
payment  at  the prime rate (as reported in the Wall Street Journal) of interest
("Prime  Rate")  plus  six  percent  (6%)  per  annum.

                          ARTICLE 4 - SECURITY DEPOSIT
                          ----------------------------

     Intentionally  omitted.

                                 ARTICLE 5 - USE
                                 ---------------

     Section  5.01.  Use of Leased Premises.  The Leased Premises are to be used
     -------------   ----------------------
by  Tenant  solely  for  the Permitted Use and for no other purposes without the
prior  written  consent  of  Landlord.

     Section  5.02.  Covenants of Tenant Regarding Use. Tenant shall (i) use and
     -------------   ---------------------------------
maintain  the  Leased  Premises  and  conduct  its  business  thereon in a safe,
careful,  reputable  and  lawful  manner,  (ii)  comply  with  all  laws, rules,
regulations, orders, ordinances, directions and requirements of any governmental
authority  or agency, now in force or which may hereafter be in force, including
without  limitation  those  which  shall impose upon Landlord or Tenant any duty
with  respect  to  or  triggered by a change in the use or occupation of, or any
improvement  or  alteration  to,  the Leased Premises, and (iii) comply with and
obey  all  reasonable  directions  of  the  Landlord,  including  any  rules and
regulations  that may be adopted by Landlord from time to time. Tenant shall not
do or permit anything to be done in or about the Leased Premises or common areas
which  constitutes  a  nuisance  or  which  interferes  with the rights of other


                                      -3-
<PAGE>
tenants  or injures or annoys them.  Landlord shall not be responsible to Tenant
for  the  nonperformance  by any other tenant or occupant of the Building of its
lease  or  of any rules and regulations. Tenant shall not overload the floors of
the  Leased  Premises.  All  damage to the floor, structure or foundation of the
Building  due  to improper positioning or storage of items or materials shall be
repaired by Landlord at the sole expense of Tenant, who shall reimburse Landlord
immediately  therefor  upon demand. Tenant shall not use the Leased Premises, or
allow  the  Leased  Premises  to be used, for any purpose or in any manner which
would  invalidate  any  policy  of  insurance  now  or  hereafter carried on the
Building  or  increase the rate of premiums payable on any such insurance policy
unless  Tenant  reimburses  Landlord  as  Additional  Rent  for  any increase in
premiums  charged.

Section  5.03.  Landlord's  Rights  Regarding  Use.  In  addition  to the rights
-------------   ----------------------------------
specified  elsewhere  in  this  Lease,  Landlord shall have the following rights
regarding  the use of the Leased Premises or the common areas, each of which may
be exercised without notice or liability to Tenant (a) Landlord may install such
signs,  advertisements, notices or tenant identification information as it shall
deem  necessary  or  proper;  (b)  Landlord  shall have the right at any time to
control,  change  or otherwise alter the common areas as it shall deem necessary
or  proper;  and (c)  Landlord or Landlord's agent shall be permitted to inspect
or  examine  the  Leased  Premises at any reasonable time upon reasonable notice
(except  in  an  emergency when no notice shall be required), and Landlord shall
have  the  right  to make any repairs to the Leased Premises which are necessary
for its preservation; provided, however, that any repairs made by Landlord shall
be  at  Tenant's  expense,  except  as provided in Section 7.01 hereof. Landlord
shall  incur  no  liability  to  Tenant  for  such  entry,  nor shall such entry
constitute  an  eviction  of  Tenant  or a termination of this Lease, or entitle
Tenant  to  any  abatement  of  rent  therefor.

                       ARTICLE 6 - UTILITIES AND SERVICES
                       ----------------------------------

     Tenant  shall  obtain  in  its own name and pay directly to the appropriate
supplier  the  cost  of  all utilities and services serving the Leased Premises.
However,  if  any services or utilities are jointly metered with other property,
Landlord  shall  make a reasonable determination of Tenant's proportionate share
of  the  cost  of  such  utilities  and  services (at rates that would have been
payable if such utilities and services had been directly billed by the utilities
or  services  provided  to  Tenant)  and Tenant shall pay such share to Landlord
within  fifteen  (15)  days  after  receipt  of  Landlord's  written  statement.
Landlord  shall  not  be  liable  in  damages  or  otherwise  for any failure or
interruption  of  any  utility  or other building service and no such failure or
interruption  shall  entitle Tenant to terminate this Lease or withhold sums due
hereunder.  In  the  event  of  utility  "deregulation", Landlord may choose the
service  provider.

                       ARTICLE 7 - MAINTENANCE AND REPAIRS
                       -----------------------------------

     Section  7.01.  Landlord's  Responsibility.  During the term of this Lease,
     -------------   --------------------------
Landlord  shall maintain in good condition and repair, and replace as necessary,
the  electrical  systems,  heating  and  air conditioning systems, sprinkler and
plumbing  systems,  roof, exterior walls, foundation and structural frame of the
Building  and  the  parking  and  landscaped  areas, the costs of which shall be
included in Operating Expenses; provided, however, that to the extent any of the
foregoing  items require repair because of the negligence, misuse, or default of
Tenant,  its  employees, agents, customers or invitees, Landlord shall make such
repairs  solely  at  Tenant's  expense.

     Section  7.02.  Alterations.  Tenant  shall not permit alterations in or to
     -------------   -----------
the Leased Premises unless and until the plans have been approved by Landlord in
writing.  As a condition of such approval, Landlord may require Tenant to remove
the  alterations and restore the Leased Premises upon termination of this Lease;
otherwise,  all such alterations shall at Landlord's option become a part of the
realty and the property of Landlord, and shall not be removed by Tenant.  Tenant
shall  ensure  that  all  alterations  shall  be  made  in  accordance  with all
applicable  laws,  regulations  and  building  codes,  in a good and workmanlike
manner  and  of quality equal to or better than the original construction of the
Building.  No  person  shall  be  entitled  to any lien derived through or under
Tenant  for  any labor or material furnished to the Leased Premises, and nothing
in  this  Lease  shall  be  construed to constitute a consent by Landlord to the
creation of any lien.  If any lien is filed against the Leased Premises for work
claimed  to  have  been  done  for or material claimed to have been furnished to
Tenant,  Tenant  shall  cause such lien to be discharged of record within thirty
(30)  days after filing. Tenant shall indemnify Landlord from all costs, losses,
expenses  and  attorneys' fees in connection with any construction or alteration
and  any  related  lien.

                              ARTICLE 8 - CASUALTY
                              --------------------

     Section  8.01.  Casualty.  In  the event of total or partial destruction of
     -------------   --------
the  Building  or the Leased Premises by fire or other casualty, Landlord agrees
to  promptly  restore  and repair same; provided, however, Landlord's obligation
hereunder  shall  be  limited to the reconstruction of such of the tenant finish
improvements  as  were  originally required to be made by Landlord, if any. Rent
shall  proportionately  abate  during  the time that the Leased Premises or part


                                      -4-
<PAGE>
thereof are unusable because of any such damage.  Notwithstanding the foregoing,
if  the  Leased  Premises  are  (i) so destroyed that they cannot be repaired or
rebuilt  within  one  hundred  eighty (180) days from the casualty date; or (ii)
destroyed by a casualty which is not covered by the insurance required hereunder
or,  if  covered,  such  insurance  proceeds  are  not released by any mortgagee
entitled  thereto  or  are  insufficient  to rebuild the Building and the Leased
Premises; then, in case of a clause (i) casualty, either Landlord or Tenant may,
or,  in  the case of a clause (ii) casualty, then Landlord may, upon thirty (30)
days'  written  notice  to the other party, terminate this Lease with respect to
matters  thereafter  accruing.

     Section  8.02.  All  Risk  Coverage  Insurance.  During  the  Lease  Term,
     -------------   ------------------------------
Landlord  shall  maintain all risk coverage insurance on the Building, but shall
not  protect  Tenant's property on the Leased Premises; and, notwithstanding the
provisions of Section 9.01, Landlord shall not be liable for any casualty damage
to  Tenant's property, regardless of cause, including the negligence of Landlord
and  its  employees,  agents  and  invitees.  Tenant hereby expressly waives any
right of recovery against Landlord for casualty damage to any property of Tenant
located  in  or  about  the  Leased  Premises,  however  caused,  including  the
negligence  of Landlord and its employees, agents and invitees.  Notwithstanding
the  provisions  of  Section  9.01  below,  Landlord hereby expressly waives any
rights  of recovery against Tenant for casualty damage to the Leased Premises or
the  Building  which  is  insured  against  under  Landlord's  all risk coverage
insurance.  All  insurance policies maintained by Landlord or Tenant as provided
in  this  Lease  shall contain an agreement by the insurer waiving the insurer's
right  of  subrogation  against  the  other  party  to  this  Lease.

                         ARTICLE 9 - LIABILITY INSURANCE
                         -------------------------------

     Section  9.01.  Tenant's  Responsibility.  Landlord  shall not be liable to
     -------------   ------------------------
Tenant  or  to any other person for (i) damage to property or injury or death to
persons  due to the condition of the Leased Premises, the Building or the common
areas, or (ii) the occurrence of any accident in or about the Leased Premises or
the  common  areas, or (iii) any act or neglect of Tenant or any other tenant or
occupant  of  the Building or of any other person, unless such damage, injury or
death  is  directly  and  solely the result of Landlord's negligence; and Tenant
hereby  releases Landlord from any and all liability for the same.  Tenant shall
be  liable  for,  and  shall  indemnify  and  defend  Landlord from, any and all
liability  for  (i)  any  act  or neglect of Tenant and any person coming on the
Leased  Premises  or  common areas by the license of Tenant, express or implied,
(ii)  any  damage  to  the  Leased  Premises, and (iii) any loss of or damage or
injury to any person (including death resulting therefrom) or property occurring
in, on or about the Leased Premises, regardless of cause, except for any loss or
damage  covered by Landlord's all risk coverage insurance as provided in Section
8.02  and  except  for that caused solely and directly by Landlord's negligence.
This  provision  shall  survive  the  expiration  or earlier termination of this
Lease.

     Section  9.02.  Tenant's  Insurance.  Tenant  shall  carry  general  public
     -------------   -------------------
liability  and  property  damage  insurance,  issued  by  one  or more insurance
companies  acceptable  to  Landlord,  with  the  following  minimum  coverages:

     (a)  Worker's  Compensation:  minimum  statutory  amount.

     (b)  Commercial General Liability Insurance, including blanket, contractual
liability,  broad  form  property damage, personal injury, completed operations,
products  liability,  and  fire damage: Not less than $3,000,000 Combined Single
Limit  for  both  bodily  injury  and  property  damage.

     (c)  All  Risk  Coverage,  Vandalism  and Malicious Mischief, and Sprinkler
Leakage  insurance,  if applicable, for the full cost of replacement of Tenant's
property.

     (d)  Business  interruption  insurance.

The  insurance policies shall protect Tenant and Landlord as their interests may
appear,  naming  Landlord  and  Landlord's  managing  agent  and  mortgagee  as
additional  insureds,  and  shall  provide that they may not be canceled on less
than  thirty  (30) days' prior written notice to Landlord.  Tenant shall furnish
Landlord  with Certificates of Insurance evidencing all required coverages on or
before  the  Commencement  Date.  If  Tenant  fails  to carry such insurance and
furnish  Landlord  with such Certificates of Insurance after a request to do so,
Landlord  may  obtain  such  insurance and collect the cost thereof from Tenant.

                           ARTICLE 10 - EMINENT DOMAIN
                           ---------------------------

     If  all  or  any  substantial part of the Building or common areas shall be
acquired by the exercise of eminent domain, Landlord may terminate this Lease by
giving  written  notice  to  Tenant on or before the date that actual possession
thereof  is  so  taken.  If  all  or  any  part  of the Leased Premises shall be
acquired  by  the  exercise  of eminent domain so that the Leased Premises shall
become unusable by Tenant for the Permitted Use, Tenant may terminate this Lease


                                      -5-
<PAGE>
as  of  the  date  that  actual possession thereof is so taken by giving written
notice  to  Landlord.  All  damages  awarded shall belong to Landlord; provided,
however,  that  Tenant  may  claim  dislocation  damages  if  such amount is not
subtracted  from  Landlord's  award.

                      ARTICLE 11 - ASSIGNMENT AND SUBLEASE
                      ------------------------------------

     Tenant  shall  not assign this Lease or sublet the Leased Premises in whole
or  in part without Landlord's prior written consent, which consent shall not be
unreasonably  withheld,  delayed  or  denied  (provided  that  it  shall  not be
unreasonable  for  Landlord  to withhold or deny its consent with respect to any
proposed  assignment  or subletting to a third party that is already a tenant in
the  Building or in another building owned by Landlord in the vicinity).  In the
event  of  any  assignment  or  subletting, Tenant shall remain primarily liable
hereunder,  and any extension, expansion, rights of first offer, rights of first
refusal  or  other options granted to Tenant  under this Lease shall be rendered
void  and  of no further force or effect.  The acceptance of rent from any other
person shall not be deemed to be a waiver of any of the provisions of this Lease
or  to  be  a  consent  to the assignment of this Lease or the subletting of the
Leased  Premises.  Without  in  any  way limiting Landlord's reasonable right to
refuse  to  consent  to  any  assignment  or  subletting of this Lease, Landlord
reserves  the  right to refuse to give such consent if in Landlord's opinion (i)
the  Leased  Premises  are  or  may  be  in any way adversely affected; (ii) the
business  reputation  of  the proposed assignee or subtenant is unacceptable; or
(iii)  the financial worth of the proposed assignee or subtenant is insufficient
to  meet  the  obligations  hereunder.  Landlord  further expressly reserves the
right to refuse to give its consent to any subletting if the proposed rent is to
be less than the then current rent for similar premises in the Building.  Tenant
agrees  to  reimburse  Landlord  for  reasonable  accounting and attorneys' fees
incurred  in  conjunction  with  the  processing  and  documentation of any such
requested  assignment,  subletting  or  any other hypothecation of this Lease or
Tenant's  interest  in  and  to  the  Leased  Premises.

                       ARTICLE 12 - TRANSFERS BY LANDLORD
                       ----------------------------------

     Section  12.01.  Sale  of  the  Building.  Landlord shall have the right to
     --------------   -----------------------
sell  the Building at any time during the Lease Term, subject only to the rights
of  Tenant  hereunder;  and  such  sale  shall  operate to release Landlord from
liability  hereunder  after  the  date  of  such  conveyance.

     Section  12.02.  Subordination  and  Estoppel  Certificate.  Landlord shall
     --------------   -----------------------------------------
have  the  right to subordinate this Lease to any mortgage presently existing or
hereafter placed upon the Building by so declaring in such mortgage.  Within ten
(10)  days  following  receipt  of a written request from Landlord, Tenant shall
execute  and  deliver  to  Landlord, without cost, any instrument which Landlord
deems  necessary  or desirable to confirm the subordination of this Lease and an
estoppel  certificate in such form as Landlord may reasonably request certifying
(i)  that  this  Lease is in full force and effect and unmodified or stating the
nature  of  any  modification,  (ii) the date to which rent has been paid, (iii)
that  there  are  not, to Tenant's knowledge, any uncured defaults or specifying
such  defaults  if any are claimed, and (iv) any other matters or state of facts
reasonably  required  respecting the Lease.  Such estoppel may be relied upon by
Landlord and by any purchaser or mortgagee of the Building.  Notwithstanding the
foregoing,  if  the  mortgagee  shall  take title to the Leased Premises through
foreclosure  or deed in lieu of foreclosure, Tenant shall be allowed to continue
in  possession  of  the Leased Premises as provided for in this Lease so long as
Tenant  shall  not  be  in  Default.

                         ARTICLE 13 - DEFAULT AND REMEDY
                         -------------------------------

     Section 13.01.  Default.  The occurrence of any of the following shall be a
     -------------   -------
"Default":

     (a)     Tenant  fails  to  pay any Monthly Rental Installment or Additional
Rent  within  five  (5)  days  after the same is due, or Tenant fails to pay any
other  amounts  due  Landlord from Tenant within ten (10) days after the same is
due.

     Notwithstanding  the foregoing sentence, Landlord shall provide Tenant with
a  written  notice  of such Default and Tenant shall have an additional five (5)
days  from  Tenant's receipt of such notice to cure such Default before Landlord
exercises  its remedies hereunder; provided, however, that Landlord shall not be
required  to  give  such  notice  more  than  one  (1)  time with respect to any
particular  Default,  nor more than two (2) times in any consecutive twelve (12)
month  period  with  respect  to  any  payment  Defaults  in  the  aggregate.

     (b)     Tenant  fails  to  perform  or  observe  any other term, condition,
covenant  or  obligation  required  under this Lease for a period of thirty (30)
days  after  notice thereof from Landlord; provided, however, that if the nature
of  Tenant's  default is such that more than thirty days are reasonably required
to  cure,  then  such  default  shall  be  deemed  to  have been cured if Tenant
commences  such  performance  within  said  thirty-day  period  and  thereafter
diligently  completes  the  required  action  within  a  reasonable  time.


                                      -6-
<PAGE>
     (c)     Tenant  shall  assign  or  sublet  all  or  a portion of the Leased
Premises  in  contravention  of  the  provisions  of  Article  11 of this Lease.

     (d)     All  or substantially all of Tenant's assets in the Leased Premises
or  Tenant's  interest in this Lease are attached or levied under execution (and
Tenant  does  not  discharge  the  same  within  sixty  (60) days thereafter); a
petition in bankruptcy, insolvency or for reorganization or arrangement is filed
by  or  against  Tenant  (and Tenant fails to secure a stay or discharge thereof
within  sixty  (60)  days thereafter); Tenant is insolvent and unable to pay its
debts  as  they become due; Tenant makes a general assignment for the benefit of
creditors;  Tenant  takes  the  benefit  of  any  insolvency  action or law; the
appointment  of  a receiver or trustee in bankruptcy for Tenant or its assets if
such  receivership  has  not  been  vacated or set aside within thirty (30) days
thereafter;  or,  dissolution or other termination of Tenant's corporate charter
if  Tenant  is  a  corporation.

     Section  13.02.  Remedies.  Upon  the  occurrence  of any Default, Landlord
     --------------   --------
shall  have  the  following rights and remedies, in addition to those allowed by
law  or  in  equity,  any  one or more of which may be exercised without further
notice  to  Tenant:

     (a)     Landlord  may  re-enter the Leased Premises and cure any default of
Tenant, and Tenant shall reimburse Landlord as additional rent for any costs and
expenses  which  Landlord  thereby  incurs;  and Landlord shall not be liable to
Tenant  for  any loss or damage which Tenant may sustain by reason of Landlord's
action.

     (b)     Landlord  may  terminate  this  Lease  or, without terminating this
Lease,  terminate  Tenant's right to possession of the Leased Premises as of the
date  of such Default, and thereafter (i) neither Tenant nor any person claiming
under  or through Tenant shall be entitled to possession of the Leased Premises,
and Tenant shall immediately surrender the Leased Premises to Landlord; and (ii)
Landlord  may  re-enter  the Leased Premises and dispossess Tenant and any other
occupants  of  the  Leased  Premises  by  any  lawful means and may remove their
effects,  without  prejudice  to any other remedy which Landlord may have.  Upon
the  termination  of  this  Lease,  Landlord  may  declare  the  present  value
(discounted  at the Prime Rate) of all rent which would have been due under this
Lease  for  the  balance  of  the  Lease Term to be immediately due and payable,
whereupon  Tenant  shall be obligated to pay the same to Landlord, together with
all  loss  or  damage  which  Landlord may sustain by reason of Tenant's default
("Default  Damages"),  which  shall  include  without  limitation  expenses  of
preparing the Leased Premises for re-letting, demolition, repairs, tenant finish
improvements,  brokers'  commissions  and  attorneys'  fees,  it being expressly
understood  and  agreed  that  the  liabilities  and  remedies specified in this
subsection  (b)  shall  survive  the  termination  of  this  Lease.

     (c)     Landlord  may,  without terminating this Lease, re-enter the Leased
Premises and re-let all or any part thereof for a term different from that which
would  otherwise have constituted the balance of the Lease Term and for rent and
on  terms and conditions different from those contained herein, whereupon Tenant
shall  be  immediately  obligated  to  pay to Landlord as liquidated damages the
present  value (discounted at the Prime Rate) of the difference between the rent
provided  for  herein  and  that provided for in any lease covering a subsequent
re-letting  of  the  Leased  Premises, for the period which would otherwise have
constituted  the  balance  of  the  Lease  Term, together with all of Landlord's
Default  Damages.

     (d)     Landlord  may  sue  for injunctive relief or to recover damages for
any  loss  resulting  from  the  Default.

     Section  13.03.  Landlord's  Default and Tenant's Remedies.  Landlord shall
     --------------   -----------------------------------------
be in default if it fails to perform any term, condition, covenant or obligation
required  under this Lease for a period of thirty (30) days after written notice
thereof from Tenant to Landlord; provided, however, that if the term, condition,
covenant  or  obligation  to  be  performed  by  Landlord is such that it cannot
reasonably be performed within thirty days, such default shall be deemed to have
been  cured if Landlord commences such performance within said thirty-day period
and  thereafter diligently undertakes to complete the same.  Upon the occurrence
of  any such default, Tenant may sue for injunctive relief or to recover damages
for  any  loss  directly  resulting  from  the  breach,  but Tenant shall not be
entitled  to  terminate  this  Lease  or  withhold, offset or abate any sums due
hereunder.

     Section 13.04.  Limitation of Landlord's Liability.  If Landlord shall fail
     -------------   ----------------------------------
to  perform any term, condition, covenant or obligation required to be performed
by  it under this Lease and if Tenant shall, as a consequence thereof, recover a
money  judgment  against  Landlord,  Tenant  agrees that it shall look solely to


                                      -7-
<PAGE>
Landlord's  right,  title and interest in and to the Building for the collection
of  such  judgment;  and  Tenant further agrees that no other assets of Landlord
shall  be  subject  to  levy, execution or other process for the satisfaction of
Tenant's  judgment.

     Section 13.05.  Nonwaiver of Defaults.  Neither party's failure or delay in
     -------------   ---------------------
exercising any of its rights or remedies or other provisions of this Lease shall
constitute  a  waiver  thereof  or  affect  its  right thereafter to exercise or
enforce such right or remedy or other provision.  No waiver of any default shall
be  deemed to be a waiver of any other default.  Landlord's receipt of less than
the  full  rent due shall not be construed to be other than a payment on account
of  rent  then  due,  nor  shall  any  statement on Tenant's check or any letter
accompanying  Tenant's  check  be  deemed an accord and satisfaction.  No act or
omission  by  Landlord or its employees or agents during the Lease Term shall be
deemed  an acceptance of a surrender of the Leased Premises, and no agreement to
accept such a surrender shall be valid unless in writing and signed by Landlord.

     Section  13.06.  Attorneys'  Fees.  If  either  party  defaults  in  the
     --------------   ----------------
performance  or  observance  of  any  of  the  terms,  conditions,  covenants or
obligations  contained  in  this  Lease  and  the non-defaulting party obtains a
judgment  against  the  defaulting  party,  then  the defaulting party agrees to
reimburse  the  non-defaulting  party for reasonable attorneys' fees incurred in
connection  therewith.

                ARTICLE 14 - LANDLORD'S RIGHT TO RELOCATE TENANT
                ------------------------------------------------

     Intentionally  Omitted.

                 ARTICLE 15 - TENANT'S RESPONSIBILITY REGARDING
                 ----------------------------------------------
                   ENVIRONMENTAL LAWS AND HAZARDOUS SUBSTANCES
                   -------------------------------------------

     Section  15.01.  Definitions.
     --------------   -----------

     (a)     "Environmental  Laws"  -  All  present or future federal, state and
municipal  laws,  ordinances,  rules  and  regulations  applicable  to  the
environmental  and  ecological  condition  of the Leased Premises, the rules and
regulations of the Federal Environmental Protection Agency or any other federal,
state  or  municipal  agency or governmental board or entity having jurisdiction
over  the  Leased  Premises.

     (b)     "Hazardous  Substances"  -  Those  substances  included  within the
definitions of "hazardous substances," "hazardous materials," "toxic substances"
"solid  waste"  or  "infectious  waste"  under  Environmental  Laws.

     Section  15.02.  Compliance.  Tenant,  at  its sole cost and expense, shall
     --------------   ----------
promptly comply with the Environmental Laws including any notice from any source
issued  pursuant  to  the  Environmental Laws or issued by any insurance company
which  shall  impose  any  duty  upon Tenant with respect to the use, occupancy,
maintenance  or  alteration  of the Leased Premises whether such notice shall be
served  upon  Landlord  or  Tenant.

     Section  15.03.  Restrictions on Tenant.  Tenant shall operate its business
     --------------   ----------------------
and  maintain  the  Leased  Premises  in compliance with all Environmental Laws.
Tenant  shall  not  cause  or  permit the use, generation, release, manufacture,
refining,  production,  processing,  storage  or  disposal  of  any  Hazardous
Substances  on,  under or about the Leased Premises, or the transportation to or
from  the  Leased  Premises of any Hazardous Substances, except as necessary and
appropriate  for its Permitted Use in which case the use, storage or disposal of
such  Hazardous  Substances  shall  be  performed  in  compliance  with  the
Environmental  Laws  and  the  highest  standards  prevailing  in  the industry.

     Section  15.04.  Notices, Affidavits, Etc.  Tenant shall immediately notify
     --------------   ------------------------
Landlord of (i) any violation by Tenant, its employees, agents, representatives,
customers,  invitees or contractors of the Environmental Laws on, under or about
the Leased Premises, or (ii) the presence or suspected presence of any Hazardous
Substances  on, under or about the Leased Premises and shall immediately deliver
to  Landlord  any  notice received by Tenant relating to (i) and (ii) above from
any  source.  Tenant  shall  execute  affidavits,  representations  and the like
within  five  (5)  days  of Landlord's request therefor concerning Tenant's best
knowledge  and  belief  regarding  the  presence of any Hazardous Substances on,
under  or  about  the  Leased  Premises.

     Section  15.05.  Landlord's Rights.  Landlord and its agents shall have the
     --------------   -----------------
right,  but  not  the duty, upon advance notice (except in the case of emergency
when  no  notice  shall  be required) to inspect the Leased Premises and conduct
tests  thereon  to  determine  whether  or  the extent to which there has been a
violation  of  Environmental  Laws  by  Tenant  or  whether  there are Hazardous
Substances  on,  under  or  about the Leased Premises.  In exercising its rights
herein,  Landlord  shall  use  reasonable  efforts to minimize interference with


                                      -8-
<PAGE>
Tenant's  business but such entry shall not constitute an eviction of Tenant, in
whole  or  in part, and Landlord shall not be liable for any interference, loss,
or  damage  to  Tenant's  property  or  business  caused  thereby.

     Section  15.06.  Tenant's Indemnification.  Tenant shall indemnify Landlord
     --------------   ------------------------
and  Landlord's  managing  agent  from  any and all claims, losses, liabilities,
costs,  expenses  and  damages,  including attorneys' fees, costs of testing and
remediation  costs, incurred by Landlord in connection with any breach by Tenant
of  its  obligations under this Article 15.  The covenants and obligations under
this  Article  15  shall  survive  the expiration or earlier termination of this
Lease.

     Section  15.07.  Landlord's  Representation.  Notwithstanding  anything
     --------------   --------------------------
contained  in  this  Article  15  to  the  contrary,  Tenant  shall not have any
liability  to  Landlord  under  this  Article  15  resulting from any conditions
existing,  or  events  occurring,  or  any  Hazardous  Substances  existing  or
generated,  at, in, on, under or in connection with the Leased Premises prior to
the  Commencement Date of this Lease except to the extent Tenant exacerbates the
same.

                           ARTICLE 16 - MISCELLANEOUS
                           --------------------------

     Section  16.01.  Benefit of Landlord and Tenant.  This Lease shall inure to
     --------------   ------------------------------
the  benefit  of  and  be  binding upon Landlord and Tenant and their respective
successors  and  assigns.

     Section  16.02.  Governing Law.  This Lease shall be governed in accordance
     --------------   -------------
with  the  laws  of  the  State  where  the  Building  is  located.

     Section  16.03.  Guaranty.  In  consideration  of  Landlord's  leasing  the
     --------------   --------
Leased  Premises  to  Tenant,  Tenant  shall provide Landlord with a Guaranty of
Lease  executed  by the guarantor(s) described in the Basic Lease Provisions, if
any.

     Section 16.04.  Force Majeure.  Landlord and Tenant (except with respect to
     -------------   -------------
the  payment  of any monetary obligation) shall be excused for the period of any
delay  in  the  performance  of  any  obligation  hereunder  when  such delay is
occasioned  by  causes  beyond  its  control,  including but not limited to work
stoppages,  boycotts,  slowdowns  or strikes; shortages of materials, equipment,
labor  or  energy;  unusual  weather  conditions;  or  acts  or  omissions  of
governmental  or  political  bodies.

     Section  16.05.  Examination  of  Lease.  Submission of this instrument for
     --------------   ----------------------
examination  or  signature  to  Tenant  does  not constitute a reservation of or
option  for  Lease,  and  it  is  not  effective  as  a Lease or otherwise until
execution  by  and  delivery  to  both  Landlord  and  Tenant.

     Section  16.06.  Indemnification  for  Leasing  Commissions.  The  parties
     --------------   ------------------------------------------
hereby  represent  and warrant that the only real estate brokers involved in the
negotiation  and  execution  of  this  Lease  are the Brokers.  Each party shall
indemnify  the  other  from  any  and  all  liability  for  the  breach  of this
representation  and  warranty  on its part and shall pay any compensation to any
other  broker  or  person  who  may  be  entitled  thereto.

     Section  16.07.  Notices.  Any  notice  required  or  permitted to be given
     --------------   -------
under  this  Lease or by law shall be deemed to have been given if it is written
and  delivered  in  person  or by overnight courier or mailed by certified mail,
postage  prepaid,  to  the  party  who  is to receive such notice at the address
specified in Article 1.  If delivered in person, notice shall be deemed given as
of  the  delivery  date.  If  sent  by overnight courier, notice shall be deemed
given  as  of the first business day after sending.  If mailed, the notice shall
be  deemed  to  have  been  given on the date which is three business days after
mailing.  Either  party  may change its address by giving written notice thereof
to  the  other  party.

     Section  16.08.  Partial  Invalidity; Complete Agreement.  If any provision
     --------------   ---------------------------------------
of  this Lease shall be held to be invalid, void or unenforceable, the remaining
provisions  shall  remain  in  full force and effect.  This Lease represents the
entire  agreement between Landlord and Tenant covering everything agreed upon or
understood  in  this  transaction.  There  are  no  oral  promises,  conditions,
representations,  understandings,  interpretations  or  terms  of  any  kind  as
conditions  or  inducements  to  the  execution  hereof or in effect between the
parties.  No  change  supplement,  modification,  amendment or addition shall be
made  to  any term or provision of this Lease or shall be binding or enforceable
except  by  a  written  agreement  executed  by  Landlord  and  Tenant.

     Section  16.09.  Financial  Statements.  In  the event that Tenant's parent
     --------------   ---------------------
company  ceases  to be publicly traded with its financial reports available as a
consequence  of  required  filings  with the Securities and Exchange Commission,
during  the  Lease  Term  and  any  extensions  thereof, Tenant shall provide to
Landlord  on  an  annual  basis,  within  ninety  (90) days following the end of
Tenant's  fiscal  year,  a  copy  of  Tenant's  most recent financial statements
(certified and audited if the Minimum Annual Rent hereunder exceeds $100,000.00)


                                      -9-
<PAGE>
prepared as of the end of Tenant's fiscal year.  Such financial statements shall
be  signed  by  Tenant  who  shall  attest  to  the  truth  and  accuracy of the
information  set forth in such statements.  All financial statements provided by
Tenant  to  Landlord  hereunder  shall  be prepared in conformity with generally
accepted  accounting  principles,  consistently  applied.

     Section  16.10.  Representations and Warranties.  The undersigned represent
     --------------   ------------------------------
and  warrant that (i) such party is duly organized, validly existing and in good
standing (if applicable) in accordance with the laws of the state under which it
was  organized;  and (ii) the individual executing and delivering this Lease has
been  properly  authorized  to do so, and such execution and delivery shall bind
such  party.

     Section  16.11.  Signs.  Tenant  may,  at  its  own  expense,  erect a sign
     --------------   -----
concerning  the  business of Tenant which shall be in keeping with the decor and
other  signs  on  the Building.  All signage (including the signage described in
the  preceding sentence) in or about the Leased Premises shall be first approved
by  Landlord  and  shall  be  in  compliance  with  the applicable codes and any
recorded restrictions applicable to the Building.  Tenant agrees to maintain any
sign  in  good  state  of  repair, and upon expiration of the Lease Term, Tenant
agrees  to  promptly  remove  such  signs and repair any resulting damage to the
Leased  Premises  or  the  Building.

     Section  16.12.  Option  to  Extend.
     --------------   ------------------

     A.     Grant and Exercise of Option.  Provided that (i) Tenant has not been
            ----------------------------
in  Default  hereunder  beyond any applicable notice and cure period more than 2
times  during  the  Term  of  this  Lease  (the  "Original  Term"),  (ii)  the
creditworthiness  of  Tenant  has  not  substantially  diminished  since  the
Commencement Date, (iii) Tenant originally named herein remains in possession of
and has been continuously operating in the entire Leased Premises throughout the
Original Term and (iv) the current use of the Leased Premises has not materially
changed  since the Commencement Date, Tenant shall have one (1) option to extend
the  Original  Term  for  one  (1)  additional  period  of  three (3) years (the
"Extension  Term").  The  Extension  Term  shall  be  upon  the  same  terms and
conditions  contained in the Lease for the Original Term except (i) Tenant shall
not  have any further option to extend and (ii) the Minimum Annual Rent shall be
adjusted  as  set  forth herein ("Rent Adjustment").  Tenant shall exercise such
option  by  delivering  to Landlord, no later than one hundred eighty (180) days
prior  to the expiration of the Original Term, written notice of Tenant's desire
to extend the Original Term.   Tenant's failure to properly exercise such option
shall waive it.  If Tenant properly exercises its option to extend, Landlord and
Tenant  shall execute an amendment to the Lease (or, at Landlord's option, a new
lease  on  the  form  then  in  use  for  the Building) reflecting the terms and
conditions  of  the  Extension  Term.

     B.     Rent  Adjustment.  The  Minimum  Annual  Rent for the Extension Term
            ----------------
shall  be  an  amount  equal  to  the  Minimum  Annual Rent then being quoted by
Landlord to prospective new tenants of the Building for space of comparable size
and  quality  and  with  similar  or equivalent improvements as are found in the
Building, and if none, then in similar buildings in the Park/vicinity, excluding
                                                        -------------
free  rent  and other concessions; provided, however, that in no event shall the
Minimum  Annual  Rent during the Extension Term be less than the highest Minimum
Annual  Rent  payable during the Original Term.  The Monthly Rental Installments
shall  be  an  amount equal to one-twelfth (1/12) of the Minimum Annual Rent for
the  Extension Term and shall be paid at the same time and in the same manner as
provided  in  the  Lease.


                                      -10-
<PAGE>
     IN  WITNESS  WHEREOF, the parties hereto have executed this Lease as of the
day  and  year  first  above  written.


                                       LANDLORD:

                                       DUKE-WEEKS REALTY LIMITED PARTNERSHIP,
                                       an  Indiana  limited  partnership

                                       By:  Duke-Weeks  Realty  Corporation,
                                           its  general  partner


                                       By:___________________________
                                            James  W.  Gray
                                            Senior  Vice  President
                                            Minneapolis  Industrial


                                       TENANT:

                                       CMED  CATHETER  &  DISPOSABLES
                                       TECHNOLOGY, INC., a Minnesota corporation


                                       By:________________________________

                                       Printed:___________________________

                                       Title:_____________________________


STATE  OF  ______________   )
                            )  SS:
COUNTY  OF  _____________   )


     Before  me,  a  Notary  Public in and for said County and State, personally
appeared  _________________________,  by  me  known  and  by  me known to be the
________________________  of  CMED  Catheter  &  Disposables Technology, Inc., a
Minnesota corporation, who acknowledged the execution of the above and foregoing
"Lease  Agreement"  for  and  on  behalf  of  said  corporation.

     WITNESS  my  hand  and  Notarial  Seal this _____ day of ___________, 2001.


                                       _________________________________
                                       Notary  Public

                                       _________________________________
                                       (Printed  Signature)


My Commission Expires: __________________

My County of Residence: _________________


                                      -11-
<PAGE>