Exhibit 10.2

                               AMENDMENT TO LEASE

      THIS AMENDMENT TO LEASE (this "Amendment") is made and entered into as of
the 4th day of June, 2001, by and between BROOKHAVEN (NASHUA), LLC, a Delaware
limited liability company, successor in interest to K/B Opportunity Fund I, L.P.
(the "Landlord") and CRITICAL CARE SYSTEMS, INC., a Delaware corporation (the
"Tenant").

                                    RECITALS

      A. Tenant and K/B Opportunity Fund I, L.P. entered into a Lease Agreement
effective as of August 4, 1996, for certain premises consisting of approximately
4,574 rentable square feet located on the fifth (5th) floor of the Building
commonly known as Suite 501 (the "Initial Premises"), at 61 Spit Brook Road,
Nashua, New Hampshire 03060 (said lease herein the "Lease");

      B. Landlord and Tenant desire to amend the Lease on the terms stated
herein in order to reflect the addition of those certain premises consisting of
approximately 3,008 rentable square feet located on the fifth (5th) floor of the
Building as shown on Exhibit A attached hereto and incorporated herein commonly
known as Suite 502 (the "Expansion Premises", the Initial Premises and the
Expansion Premises being collectively referred to as the "Premises").

                                    AGREEMENT

      NOW, THEREFORE, for the consideration provided for below and for other
good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, Landlord and Tenant hereby agree to amend the Lease, effective as
of the date hereof, as follows:

1)    Unless otherwise defined herein, all terms with initial capital letters
      shall have the same meaning ascribed to such terms in the Lease.

2)    Except as otherwise stated in this Amendment, the lease of the Expansion
      Premises shall be on the same terms and conditions as are provided for the
      Initial Premises in the Lease.

3)    The "Amendment Commencement Date" shall mean the earlier to occur of the
      date on which the (a) Tenant Improvements (as hereinafter defined) to be
      constructed within the Expansion Premises are substantially complete and
      (b) Tenant is permitted occupancy of the Expansion Premises. For the
      purposes of this paragraph, the phrase "substantially complete" shall mean
      the date of delivery of a final Certificate of Occupancy (or equivalent)
      from the appropriate governmental entity. For the purposes of this
      paragraph, the phrase "permitted occupancy" shall mean the date on which
      the (1) Tenant has received Landlord's written permission to enter and
      occupy the Expansion Premises and (2) Tenant Improvements within the
      Expansion Premises have been constructed in accordance with all applicable
      governmental requirements, in Landlord's reasonable discretion.

<PAGE>

4)    The following terms provided for in Section 1 are hereafter amended as
      follows:

      Landlord's Name and Type of Entity:   Brookhaven (Nashua), LLC, a Delaware
                                            limited liability company

      Landlord's Address for Notices:       Brookhaven (Nashua), LLC
                                            c/o Lend Lease Real Estate
                                            Investments, Inc.
                                            101 Arch Street
                                            Boston, Massachusetts 02110
                                            Attention: Trisha Segedy

      Landlord's Payment Address:           Bank of America
                                            Lend Lease AAF
                                            Brookhaven (NASHUA), LLC
                                            P.O. Box 100702
                                            Atlanta, Georgia 30384-0702

5)    From and after the Amendment Commencement Date, Section 2(b) of the Lease
      is amended to state as follows:

      (b)   Premises:                The Premises consists of the Initial
                                     Premises as outlined on Exhibit B attached
                                     to the Lease and the Expansion Premises as
                                     outlined on Exhibit A attached to this
                                     Amendment.

6)    From and after the Amendment Commencement Date, Section 2(d) of the Lease
      is amended to state as follows:

      (d)   Tenant's Rentable
            Square Feet:             Approximately 7,582 rentable square feet of
                                     floor area.

7)    Section 2(e) is hereafter amended to state as follows:

      (e)   Total Rentable Square
            Feet in the Building     58,719 rentable square feet of office area.

8)    From and after the Amendment Commencement Date, Section 2(t) of the
      Lease is amended to state as follows:

      (f)   Tenant's Proportionate   12.91%, which is the percentage obtained by
            Share:                   dividing (i) Tenant's Rentable Square Feet
                                     by (ii) the total Rentable Square Feet in
                                     the Building.


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<PAGE>

9)    From and after the Amendment Commencement Date, Section 2(j) of the
      Lease is amended to state as follows:

      (j)   Base Rent:

      Rate Per Rentable              Monthly
      Lease Years                    Square Foot of Premises         Installment
      -----------                    -----------------------         -----------

      Amendment
      Commencement Date
      -8/4/2001                      $21.00 (Expansion Premises)     $11,156.84
                                     (Existing Premises based on
                                     terms of Lease)

      8/5/2001-5/31/2003             $21.00                          $13,268.50

      6/1/2003-5/31/2004             $23.50                          $14,848.08

      6/1/2004-5th Anniversary       $26.00                          $16,427.67
      of the Amendment
      Commencement Date

10)   Section 2(m) is hereafter amended to state as follows:

      (m)   Security Deposit: $15,000.00

11)   From and after the Amendment Commencement Date, Section 2(n) of the Lease
      is amended to state as follows:

      (n)   Base Year:               Calendar Year 2000 (i.e., January 1,
                                     2000-December 31, 2000), except that
                                     Property Taxes shall be based upon Fiscal
                                     Year 2000 (i.e. April 1, 2000 - March 31,
                                     2001).

12)   Section 2(p) is hereafter amended to state as follows:

      (p)   Property Management
            Company/Address:         Cushman & Wakefield of Massachusetts
                                     125 Summer Street, Suite 1500
                                     Boston, Massachusetts 02110

13)   From and after the Amendment Commencement Date, Section 2(q) of the Lease
      is amended to state as follows:

      (q)   Landlord's Broker:       Cushman & Wakefield of Massachusetts
                                     125 Summer Street, Suite 1500
                                     Boston, Massachusetts 02110


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<PAGE>

14)   From and after the Amendment Commencement Date, Section 2(t) of the Lease
      is amended to state as follows:

      (t)   Tenant's Electricity
            Share                    58.02%, which is the percentage obtained by
                                     dividing (A) Tenant's Rentable Square Feet
                                     in the Premises by (B) the total rentable
                                     square feet of floor area on the fifth
                                     floor of the Building,

15)   The following shall be included as Station 7 of the Lease and the phrase
      "INTENTIONALLY DELETED" shall be deleted from the Lease:

      Tenant shall pay Landlord the sum of Fifteen Thousand and 00/100 Dollars
      ($15,000.00) (hereinafter referred to as "Security Deposit") as evidence
      of good faith on the part of Tenant in the fulfillment of the terms of
      this Lease, which shall be hold by the Landlord during the Term of this
      Lease, or any renewal thereof. Under no circumstances will Tenant be
      entitled to any interest on the Security Deposit. The Security Deposit may
      be used by Landlord, at is discretion, to apply to any amount owing to
      Landlord hereunder, or to pay the expenses of repairing any damage to the
      Premises, except natural wear and tear occurring from normal use of the
      Premises, which exists on the day Tenant vacates the Premises, but this
      right shall not be construed to limit Landlord's right to recover
      additional sums from Tenant for damages to the Premises. Within sixty (60)
      days of the expiration or earlier termination of this Lease, Landlord
      shall provide Tenant with an accounting of the use of such Security
      Deposit. If there are no payments to be made from the Security Deposit as
      set out is this paragraph, or if there is any balance of the Security
      Deposit remaining after all payments have been made, the Security Deposit,
      or such balance hereof remaining, will be refunded to the Tenant within
      thirty (30) days after fulfillment by Tenant of all obligations hereunder.
      In no event shall Tenant be entitled to apply the Security Deposit to Base
      Rent or any Additional Rent due hereunder. In the event of an act of
      bankruptcy by or insolvency of Tenant, or the appointment of a receiver
      for Tenant or a general assignment for the benefit of Tenant's creditors,
      then the Security Deposit shall be deemed immediately assigned to
      Landlord. The right to retain the Security Deposit shall be in addition
      and not alternative to Landlord's other remedies under this Lease or as
      may be provided by law and shall not be affected by summary proceedings or
      other proceedings to recover possession of the Premises. Upon sale or
      conveyance of the Building, Landlord may transfer or assign the Security
      Deposit to any new owner of the Premises, and upon such transfer all
      liability of Landlord for the Security Deposit shall terminate, except for
      a claim of liability for which Landlord has received written notice prior
      to such transfer. Landlord shall be entitled to commingle the Security
      Deposit with its other finds.

16)   Paragraph 5A is hereby deleted in its entirety.

17)   Landlord shall provide Tenant with a construction allowance of up to
      Thirty Thousand Dollars ($30,000.00) for the actual, documented costs of
      improvements to the Premises by Tenant, provided the plans and
      specifications for such Tenant improvements have been pre-approved in
      writing by Landlord (the "Tenant Improvements") (which approval


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<PAGE>

      shall not be unreasonably withheld with respect to non-structural
      improvements) ("Tenant Allowance"); provided, however, the Tenant
      Allowance shall not be used toward the cost of installing telephones, data
      wiring, internet, intranet, any related wires or amenities, or any
      fixtures. The Tenant Allowance shall be payable directly to Tenant within
      thirty (30) days after Landlord's receipt of a Tenant approved invoice
      along with such other documentation as Landlord may reasonably require
      including, without limitation, lien waivers with respect to all work and
      payments up to and including the date of the invoice for which payment
      reimbursement is being requested. In addition, within thirty days after
      completion of the Tenant Improvements, Tenant shall deliver to Landlord
      (i) an Architect's Certificate of Completion for the Tenant Improvements
      (to the extent reasonably required based an the nature and scope of the
      work, and otherwise such documentation as is reasonably acceptable to
      Landlord to verify that the work has been completed), (ii) final lien
      waivers from all contractors and material suppliers, (iii) a certificate
      of occupancy or comparable document evidencing that governmental approval
      has been obtained for the completed Tenant Improvements, and (iv) such
      other documentation as Landlord may reasonably require.

18)   Brokers. Tenant represents and warrants to Landlord that Tenant has not
      dealt with any brokers other than Cushman and Wakefield of New Hampshire,
      Inc., who represents the Landlord (the "Broker"). Landlord shall pay the
      Broker a commission pursuant to a separate agreement. Tenant shall
      indemnify, defend and hold Landlord harmless from any claims, loss, cost
      or damage which Landlord may incur as a result of the breach of Tenant's
      representation and warranty contained herein.

19)   Term. The Term of the Lease is extended until 5:00 P.M. on the fifth (5th)
      anniversary of the Amendment Commencement Date.

20)   The Premises shall comply with the heating and cooling temperature ranges
      as set forth in the ASHRAE standards in effect as of the date of this
      Amendment for buildings of the type and quality as the Building in the
      jurisdiction of the Building.

21)   Except as modified hereby, the terms, conditions and provisions of the
      Lease shall be and remain in full force and affect and as hereby modified,
      the Lease is ratified and confirmed.

                         [signatures on following page]


                                      -5-
<PAGE>

      IN WITNESS WHEREOF, Landlord and Tenant each have caused this Amendment to
be executed as of the date and year first above written.

                                       LANDLORD:

                                       BROOKHAVEN (NASHUA), LLC, a
                                       Delaware limited liability company

                                       By: Lend Lease Real Estate Investments,
                                       Inc., a Delaware corporation, its manager

                                       By: /s/ Patricia Segedy
                                           -------------------------------------
                                           Name:  Patricia Segedy
                                                  ------------------------------
                                           Title: Vice President
                                                  ------------------------------

                                       TENANT:

                                       CRITICAL CARE SYSTEMS, INC., a Delaware
                                       corporation

                                       By: /s/ Paul F. McConnell
                                           -------------------------------------
                                           Name:  Paul F. McConnell
                                                  ------------------------------
                                           Title: President
                                                  ------------------------------


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<PAGE>

                                    EXHIBIT A

                               Expansion Premises

                     [Floor Plan of Additional Leased Space]


                                      -7-
<PAGE>

                   DECLARATION OF AMENDMENT COMMENCEMENT DATE

RE: Lease dated August 4, 1996, as amended on June 4, 2001, (the "Lease") by and
between Brookhaven Nashua LLC ("Landlord") as landlord and Critical Care
Systems, Inc. ("Tenant") as tenant with respect to certain space in the building
known as Executive Tower and 61 Spit Brook Road, Nashua, NH 03060 (the
"Building").

The undersigned, being the Landlord and Tenant under the above-captioned Lease
and acting pursuant to the provisions of Section 3 of the Amendment to Lease, do
hereby acknowledge and agree that the Amendment Commencement Date shall be
deemed to be June 25, 2001. Accordingly, the Amendment Term shall expire on June
24, 2006, unless sooner terminated pursuant to the terms and provisions of the
Lease.

LANDLORD:                                           TENANT:

Brookhaven Nashua, LLC                    Critical Care Systems, Inc.

By: /s/ Tricia Segedy                     By: /s/ Paul F. McConnell
    --------------------------------          ----------------------------------
Name: Tricia Segedy                       Name: Paul F. McConnell
      ------------------------------            --------------------------------
Its:  Investment Manager                  Its:  President
      ------------------------------            --------------------------------


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