Filed by Automated Filing Services Inc. (604) 609-0244 - Bodytel Scientific, Inc. - Exhibit 10.8






LOAN AGREEMENT

This Loan Agreement is made as of November 9, 2007

Between:

BODYTEL SCIENTIFIC INC., a Nevada
Corporation with a business office at 2470 St.Rose Pkwy, Suite 304, Henderson,
NV 89074

(the “Lender”)

And:

GLUCOTEL SCIENTIFIC INC., a
Nevada Corporation with a business office at 6100 Neil Road, Suite 500 Reno NV
89511 

(the “Borrower”)

Background:

	A. 	
      The Borrower requires working capital to fund its ongoing
      business operations.

	 	 
	B. 	
      The Lender has offered to advance funds to the Borrower
      on the terms and conditions as more particularly set out in
  herein.



Terms of Agreement:

Now therefore witnesseth that in consideration of the premises
and of the mutual covenants and agreements set forth herein, the parties hereto
covenant and agree as follows:

	1. 	
      Definitions and Interpretation

	 	 
	1.1 	
      Definitions. In this Agreement the following words
      and phrases shall have the following meanings:




	 	(a) 	
      “Event of Default” means any of the events of default
      described in Section 6.

	 	 	 
	 	(b) 	
      “Interest” has the meaning ascribed thereto in Section
      2.2.

	 	 	 
	 	(c) 	
      “Interest Rate” means the rate of 10% per annum
      calculated and compounded annually.

	 	 	 
	 	(d) 	
      “Loan” means the Principal and Interest owing by the
      Borrower to the Lender in accordance with this Agreement.

	 	 	 
	 	(e) 	
      “Principal” has the meaning ascribed thereto in Section
      2.1.




	1.2 	
      Captions and Section Numbers. The headings and
      section references in this Agreement are for convenience of reference only
      and do not form a part of this Agreement and are not intended to
      interpret, define or limit the scope, extent or intent of this Agreement
      or any provision thereof.







- 2 -

	1.3 	
      Extended Meanings. The words “hereof”, “herein”,
      “hereunder” and similar expressions used in any clause, paragraph or
      section of this Agreement shall relate to the whole of this Agreement and
      not to that clause, paragraph or section only, unless otherwise expressly
      provided.

	 	 
	1.4 	
      Number and Gender. Whenever the singular or
      masculine or neuter is used in this Agreement, the same shall be construed
      to mean the plural or feminine or body corporate where the context of this
      Agreement or the parties hereto so require.

	 	 
	1.5 	
      Section References and Schedules. Any reference to
      a particular “article”, “section”, “subsection” or other subdivision is to
      the particular article, section or other subdivision of this Agreement and
      any reference to a schedule by letter shall mean the appropriate schedule
      attached to this Agreement and by such reference the appropriate schedule
      is incorporated into and made part of this Agreement.

	 	 
	1.6 	
      Governing Law. This Agreement and all matters
      arising hereunder shall be governed by, construed and enforced in
      accordance with the laws of the State of Nevada and all disputes arising
      under this Agreement shall be referred to the Courts of the State of
      Nevada.

	 	 
	1.7 	
      Severability of Clauses. In the event that any
      provision of this Agreement or any part thereof is invalid, illegal or
      unenforceable, the validity, legality and enforceability of the remaining
      provisions shall not in any way be affected or impaired thereby.

	 	 
	1.8 	
      Currency. All sums of money to be paid or
      calculated pursuant to this Agreement shall be paid or calculated in
      currency of the United States unless otherwise expressly stated.

	 	 
	2. 	
      Loan

	 	 
	2.1 	
      Amount and purpose of Loan. In reliance upon the
      representations and warranties contained herein and subject to the terms
      and conditions of this Agreement, the Lender will lend to the Borrower the
      principal sum of $500,000 (the “Principal”). The entire amount of
      the Principal is to be used to finance current purchase orders and general
      working capital for the Borrower.

	 	 
	2.2 	
      Interest. The Principal will bear interest (the
      “Interest”) at the Interest Rate.

	 	 
	2.3 	
      Repayment of the Loan. The Loan shall be repayable
        in full on November 9, 2008.

	 	 
	2.4 	
      Accelerated Payment on an Event of Default.
      Notwithstanding anything else to the contrary herein contained, upon an
      Event of Default, at the option of the Lender, and upon notice in writing
      from the Lender to the Borrower, the Loan shall become due and payable in
      full.

	 	 
	2.5 	
      Extension. The Loan may be extended for up to an
      additional year at the request of the Borrower.

	 	 
	3. 	
      Representations and Warranties

	 	 
	3.1 	
      Representations and Warranties of the Borrower.
      The Borrower represents and warrants to the Lender as follows, with
      the intent that the Lender will rely thereon in entering into this
      Agreement and in concluding the transactions contemplated
  hereby:







- 3 -

	 	(a) 	
      The Borrower is a company duly incorporated and organized
      under the laws of the state of Nevada, and has the power, authority and
      capacity to enter into this Agreement and to carry out its
terms.

	 	 	 
	 	(b) 	
      The Borrower has the corporate power and authority to own
      its property, carry on the business now being conducted by it, execute and
      deliver this Agreement, and to perform all of the obligations of the
      Borrower hereunder.

	 	 	 
	 	(c) 	
      All necessary corporate actions and proceedings have been
      taken to authorize the execution and delivery by the Borrower of this
      Agreement and the performance by the Borrower of all of its obligations
      hereunder and, when delivered to the Lender, will constitute legal, valid
      and binding obligations of the Borrower enforceable in accordance with its
      terms.

	 	 	 
	 	(d) 	
      The entering into of this Agreement and the performance
      by the Borrower of its obligations thereunder do not and will not result
      in the violation of any of the terms of the constating documents of the
      Borrower or any agreement to which the Borrower is a party or by which it
      or any of its properties or assets are bound.

	 	 	 
	 	(e) 	
      There is no action, suit or proceeding at law or in
      equity or by or before any governmental agency now pending, or to the
      knowledge of the Borrower threatened against or affecting the Borrower or
      any of its properties or assets which, if adversely determined, would
      materially impair the ability of the Borrower to carry on its business
      substantially as now conducted or which would materially adversely affect
      its financial condition.




	3.2 	
      Representations and Warranties of the Lender. The
      Lender hereby represents and warrants to the Borrower as
  follows:




	 	(a) 	
      The execution and delivery of this Agreement and the
      completion of the transactions contemplated hereby by the Lender have been
      duly and validly authorized by the Lender.




	4. 	
      Covenants

	 	 
	4.1 	
      Covenants of the Borrower. So long as any portion
      of the Loan is outstanding, the Borrower hereby covenants and agrees with
      the Lender as follows:




	 	(a) 	
      to pay the Loan in accordance with the provisions of this
      Agreement;

	 	 	 
	 	(b) 	
      to deliver to the Lender following the end of each fiscal
      period of the Borrower through the currency of this Agreement a true and
      complete copy of the financial statements of the Borrower required by law
      to be prepared and delivered to the Borrower’s shareholders (and at such
      time as it is required to be delivered to its shareholders) together with
      any interim financial statements of the Borrower that the Lender may
      reasonably require;

	 	 	 
	 	(c) 	
      the Lender and its authorized servants and agents shall
      be entitled, whenever the Lender deems it necessary, acting reasonably,
      with prior reasonable notice to enter upon the offices of the Borrower and
      inspect the books and records thereof and make
extracts







- 4 -

therefrom and generally conduct such
examination of such books and records as the Lender deems appropriate;

	 	(d) 	
      if the Borrower fails to perform any covenant set out in
      this Agreement, the Lender may, at its discretion, but need not, perform
      any such covenant capable of being performed by it and may, in the
      Lender’s discretion, but need not, make any payments or incur expenditures
      for such purpose, but no such performance of payment shall be deemed to
      relieve the Borrower from any default under this Agreement; if the Lender
      performs any such covenant or incurs any such expenditures, all costs
      incurred by the Lender in connection therewith shall be added to the
      Principal and shall bear Interest at the Interest Rate;

	 	 	 
	 	(e) 	
      the Borrower shall not commit any Event of Default;
      and

	 	 	 
	 	(f) 	
      without the prior written approval of the Lender, such
      approval not to be unreasonably withheld, the Borrower shall
  not:




	 	(i) 	
      declare or pay dividends until the Loan is
  repaid;

	 	 	 
	 	(ii) 	
      repurchase or retire any capital stock of the
      Borrower;

	 	 	 
	 	(iii) 	
      not to dispose of all or substantially all of its assets
      out of the ordinary course of business; and.




	5. 	
      Default

	 	 
	5.1 	
      Events of Default. For the purposes of this
      Agreement, the following events shall constitute events of
  default:




	 	(a) 	
      if the Borrower shall make default in any material way in
      the observance or performance of something required to be done or some
      covenant or condition required to be observed or performed in this
      Agreement (with the exception of the repayment of the Loan upon demand by
      the Lender) and such default continues for a period of 30 days following
      the date upon which written notice of default is given to the Borrower by
      the Lender;

	 	 	 
	 	(b) 	
      if any representation or warranty herein given by the
      Borrower or any director or officer thereof is untrue in any material
      respect and continues to be untrue for a period of 30 days following the
      date upon which written notice of default is given to the Borrower by the
      Lender;

	 	 	 
	 	(c) 	
      if an order is made or a resolution is passed for the
      winding-up of the Borrower, or if a petition shall be filed for the
      winding–up of the Borrower;

	 	 	 
	 	(d) 	
      if the Borrower shall commit any act of bankruptcy or
      shall become insolvent or shall make an assignment or proposal under a
      bankruptcy act or a general assignment for the benefit of its creditors or
      a bulk sale of its assets, or if a bankruptcy petition shall be filed or
      presented against the Borrower;

	 	 	 
	 	(e) 	
      if a receiver, receiver-manager, trustee, custodian,
      liquidator or similar agent is appointed for the Borrower or for any of
      the Borrower’s property;







- 5 -

	 	(f) 	
      if any execution, sequestration, extent or any other
      process of any Court shall become enforceable against the Borrower or if a
      distress or analogous process shall be levied upon the property of the
      Borrower; and

	 	 	 
	 	(g) 	
      if the Borrower shall cease or threaten to ceased to
      carry on its business.




	6. 	
      General Provisions

	 	 
	6.1 	
      Notices. All Notices, requests, demands and other
      communications hereunder shall be in writing and shall be deemed to have
      been duly given if delivered by hand or mailed postage prepaid addressed
      as follows:



To the Lender:
BodyTel Scientific
Inc.
Attn: Stefan Schraps, President
2470 St.Rose Pkwy, Suite 304,
Henderson, NV 89074

To the Borrower:
GlucoTel Scientific
Inc. 
Attn: Stefan Schraps, President
6100 Neil Road, Suite 500 Reno NV
89511 


or to such other address as may be
given in writing by the parties and shall be deemed to have been received, if
delivered by hand, on the date of delivery and if mailed as aforesaid to the
addresses set out above then on the fifth business day following the posting
thereof provided that if there shall be between the time of mailing and the
actual receipt of the notice a mail strike, slowdown or other labour dispute
which might affect the deliver of the notice by the mails, then the notice shall
only be effective if actually delivered.

	6.2 	
      Time of Essence. Time is hereby expressly made of
      the essence of this Agreement with respect to the performance by the
      parties of their respective obligations under this Agreement.

	 	 
	6.3 	
      Binding Effect. This Agreement shall enure to the
      benefit of and be binding upon the parties hereto and their respective
      successors and assigns.

	 	 
	6.4 	
      Entire Agreement. This Agreement constitutes the
      entire agreement between the parties with respect to the subject matter
      hereof and shall supersede all previous expectations, understandings,
      communications, representations and agreements whether verbal or written
      between the parties with respect to the subject matter hereof.

	 	 
	6.5 	
      Further Assurances. Each of the parties hereto
      hereby covenants and agrees to execute such further and other documents
      and instruments and do such further and other things as may be necessary
      or desirable to implement and carry out the intent of this
    Agreement.

	 	 
	6.6 	
      Assignment. None of the parties may assign or
      transfer their respective rights under this Agreement, nor may the
      Borrower transfer any portion of the Loan.

	 	 
	6.7 	
      Amendments. No amendment to this Agreement shall
      be valid unless it is evidenced by a written agreement executed by all of
      the parties hereto.







- 6 -

In witness whereof the parties hereto have executed this
Agreement as of the day and year first above written.

BODYTEL SCIENTIFIC INC.

By:

/s/ Stefan Schraps
Authorized Signatory

GLUCOTEL SCIENTIFIC INC.

By:

/s/ Stefan Schraps
Authorized Signatory





- 7 -


SCHEDULE “A”

FORM OF PROMISSORY NOTE


 




PROMISSORY NOTE

	US$500,000 	____________, 2007 


     FOR VALUE RECEIVED, GLUCOTEL
SCIENTIFIC INC., a Nevada corporation of 6100 Neil Road, Suite 500 Reno NV
89511, United States of America (the “Borrower”) HEREBY ACKNOWLEDGES
ITSELF INDEBTED AND PROMISES TO PAY to or to the order of BODYTEL
SCIENTIFIC INC. of 2470 St.Rose Pkwy, Suite 304, Henderson, NV 89074 (the
“Lender”), or such other address as the Lender directs, the principal sum
of $500,000 of lawful money of the United States (the “Loan”) together
with interest thereon at a rate equal to 10% per annum, simple interest, as
follows:

	1. 	
      Definitions:




	 	(a) 	
      “Event of Default” means at any time there is a
      default or a breach by the Borrower of any representation, warranty,
      covenant, agreement, term, condition, stipulation or proviso contained
      herein or in any Other Document;

	 	 	 
	 	(b) 	
      “Other Document” means any document or agreement
      other than this Note which evidences, secures or evidences or secures the
      payment, observance and performance of the Loan in whole or in part;
      and




	2. 	
      Repayment:



     The Borrower will pay the
outstanding principal balance of the Loan together with all interest which has
accrued thereon at the rate set above, calculated as aforesaid and then remains
unpaid on ______________, 2008, provided that the Borrower will have the
privilege of prepaying the Loan in whole or in part at any time and from time to
time, without notice, bonus or penalty.

	3. 	
      Records:



     The Borrower acknowledges and
agrees that the records of the Lender with respect to advances and repayments,
prepayments and the unpaid principal balance of the Loan and amounts owing on
account of interest will be conclusive and binding on the Borrower hereunder
absent manifest error.

	4. 	
      Default:



     Upon the occurrence of an Event
of Default, the full unpaid principal balance of the Loan and all accrued and
unpaid interest thereon together with all other monies dues and owing under this
Note will at the option of the Lender forthwith become due and payable.




- 2 -

	5. 	
      Governing Law:



     This Note will be governed by and
construed in accordance with the laws of British Columbia. For the purpose of
legal proceedings this Note will be deemed to have been made in British Columbia
and to be performed there and the courts of British Columbia will have
jurisdiction over all disputes which may arise under this Note and the Borrower
hereby irrevocably and unconditionally submits to the non-exclusive jurisdiction
of such courts, provided always that nothing herein contained will prevent the
Lender from proceeding at its election against the Borrower in the courts of any
other country or jurisdiction.

	6. 	
      Arbitration:



     At the option of the Lender, in
its sole discretion, if the parties are unable to resolve any dispute under this
Note the dispute will be referred to and finally resolved by arbitration before
a single arbitrator selected by the Lender. The place of arbitration will be
Vancouver, British Columbia or such other jurisdiction as chosen by the Lender,
in its sole discretion. The award of the arbitrator will be final and binding on
each party. Judgment upon the award may be entered in any court of competent
jurisdiction.

	7. 	
      General Provisions:



     The Borrower hereby waives
presentment and demand for payment, protest and notice of protest and notice of
dishonour and non-payment.

IN WITNESS WHEREOF the Borrower has duly executed this
Promissory Note as of the date first written above.

GLUCOTEL SCIENTIFIC INC.


	 Per: 	
	 	Authorized Signatory