Exhibit 10.8

DISTRIBUTOR AGREEMENT

This
AGREEMENT ("Agreement") dated as of December 9, 1998, by and between Ethicon Endo-Surgery, Inc., an Ohio corporation ("EES"), and Fischer Imaging
Corporation, a Delaware corporation ("Fischer").

Preliminary Statement

Fischer is in the business of manufacturing and selling, among other products, stereotactic X-ray equipment and desires to appoint a distributor
regarding such products in the Exclusive Territory and the Non-Exclusive Territory (as defined below).

EES
wishes to be appointed as a distributor of the Products in the Exclusive Territory and Non-Exclusive Territory as more fully described below.

Pursuant
to an Agreement dated October 10, 1997, between EES and Fischer (the "1997 Agreement"), Fischer and EES set forth a commercial relationship including the grant by Fischer
to EES of an option to distribute Fischer's stereotactic X-ray imaging products on a non-exclusive basis worldwide. To date, EES has not exercised this option but Fischer and
EES wish to expand their current relationship through this Agreement.

ACCORDINGLY,
the parties hereto agree as follows:

ARTICLE I
DEFINITIONS

As used herein, the following defined terms shall have the meanings set forth in this Article 1:

Section 1.01    "Affiliate"
of a party hereto shall mean another party that controls, is controlled by, or is under common control with such party hereto, and for such
purpose "control" shall mean the possession, direct or indirect, of 50% or more of voting power or beneficial interest in equity in the entity, whether through the ownership of voting securities, by
contract or otherwise.

Section 1.02    "Exclusive
Territory" shall mean the countries of Germany and Italy.

Section 1.03    "Initial
Term" shall mean the period commencing on the date hereof and ending 24 months later. For the purposes of this Agreement, the Initial
Term shall be divided into two parts, the First Half and the Second Half. The "First Half" shall mean the first 12 months of the Initial Term, and the "Second Half" shall mean the last
12 months of the Initial Term.

Section 1.04    "Non-Exclusive
Territory" shall mean as of the date hereof the countries of the continent of Europe (excluding the countries of Germany and
Italy), the countries of the region known as the Middle East and the country of South Africa, with such additions or deletions during the term of the Agreement as are mutually agreed.

Section 1.05    "Products"
shall mean the products meeting the Specifications set forth in Exhibit A hereto and any or all improvements thereto.

Section 1.06    "Specifications"
shall mean the specifications for the Products. The initial specifications for the Products are set forth in Exhibit A hereto.

Section 1.07    "Year
2000 Compliant" shall mean:



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ARTICLE II
APPOINTMENT

Section 2.01Appointment.Subject to all of the terms and conditions of this Agreement, Fischer hereby
appoints EES as, and EES hereby accepts such appointment, as:



If
EES does not meet the requirements for exclusivity set forth above, the right of EES to distribute the Products in the Exclusive Territory shall be converted to non-exclusive rights
during the subsequent 12 month period. While EES meets the requirements for exclusivity set forth above, Fischer and its Affiliates may not themselves, nor may they appoint a distributor or
cause an existing distributor to, sell and distribute new or used Products in the Exclusive Territory.



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Section 2.02Payments to Fischer.During the Term of the Agreement, EES agrees to pay Fischer the
following amounts within seven days of the occurrence of the contingencies set forth below:



These
amounts are one time payments.

Section 2.03Relationship of the Parties.The relationship established hereby is that of independent
contractors and not that of principal and agent.

Section 2.04Price.



Section 2.05Applications Training.Fischer shall be responsible for all customer applications training
("Applications Training") for the Products as set forth in Exhibit C attached hereto. If EES desires Fischer to provide additional Applications Training, EES shall notify Fischer of such desire
in writing. Fischer agrees to promptly provide such additional training to be billed at a reasonable cost to the relevant EES Affiliate.

Section 2.06Transmittal of Orders; Delivery.



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Section 2.07Rebate in Exclusive Territories.



ARTICLE III
RESPONSIBILITIES OF EES

Section 3.01Forecasts.In order to facilitate Fischer's timely manufacture of Product, within ninety
(90) days after the execution and delivery of this Agreement, and at the beginning of every calendar quarter thereafter, EES shall submit on a quarterly basis a good faith, rolling twelve-month
forecast of the estimated requirements of Product during the subsequent twelve (12) month period, it being agreed such forecasts shall not be legally binding.

Section 3.02Promotional Efforts; Materials; Claims; Trademarks.EES agrees to promote the Products on
customer calls and at trade shows conducted within the Exclusive Territory and the Non-Exclusive Territory to the extent set forth below. EES shall utilize the Demonstration Model Table
(as defined in Article 7 below) to promote the Products at trade shows. Fischer agrees to cover all shipping and set-up expenses for the following trade shows on an annual basis:
the European Congress of Radiology, and one other trade show in Europe to be decided at the discretion of EES which may be changed by it from year to year upon written notification to Fischer. EES
agrees to cover all shipping and set-up expenses for all other trade shows. EES shall not make any claims in the advertising and promotion of the Products other than those provided by
Fischer or approved in advance in writing by Fischer. EES shall acquire no rights in any trademarks, tradenames, or service marks of Fischer, and shall not use any of the foregoing except to the
extent included in advertising and promotional materials provided or approved by Fischer.

Section 3.03Customer Technical Service.Fischer shall have exclusive responsibility for providing
customer technical support and service. Such services shall be with respect to the operation and application of the Products. EES shall enable Fischer to perform such service by providing information
regarding the customer to Fischer on a timely basis.

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Section 3.04Recalls.EES agrees to cooperate with Fischer to enable Fischer to satisfy its obligations
as the licensed manufacturer of the Products with respect to any recall or corrective action relating to the Products.

Section 3.05Customer Complaints.EES shall immediately notify Fischer in a manner reasonably requested
by Fischer should it become aware, through customer complaint or otherwise, of any defect or condition which may render the Product in violation of any law or governmental regulatory requirement, or
which may in any way deviate from the quality requirements (set forth in Section 4.01 below) or warranties for the Product.

ARTICLE IV
RESPONSIBILITIES OF FISCHER

Section 4.01Quality.Fischer shall manufacture the Products in compliance with the Specifications and
all applicable laws, rules and regulations and shall maintain the quality of the Product and attempt to upgrade such quality as necessary to maintain market competitiveness within the frame work of
the Specifications.

Section 4.02Translations.Fischer agrees to obtain translations of the operators manuals, and other
appropriate labeling of the Products in compliance with the European Medical Device Directives and applicable national laws, such translations to be in German, French, Italian and a fourth language to
be mutually agreed upon. Any further language translations shall be considered for joint funding based upon market analysis and mutual agreement.

Section 4.03Market Support.Fischer shall make available to EES at its request reasonable quantities of
brochures, catalogues, sales aids and other marketing material as Fischer shall have produced with respect to the Products and is then distributing generally to its sales personnel.

Section 4.04Product Service.All customer product service and extended warranty or service contracts
shall be the responsibility of Fischer. Fischer agrees to make these service choices available to all customers who purchase Products from EES pursuant to the terms of this Agreement. The level of
product service support to be offered for the NonExclusive Territory and the Exclusive Territory is detailed in Exhibit D. If for whatever reason, whether during or after the Term of this
Agreement, Fischer can no longer provide product service to the customers of EES, abandons the market, or provides an inadequate level of product service support (to be quantitatively determined
against the criteria detailed in Exhibit D), EES shall have the option of assuming (either directly or indirectly, through a contracted third party) the right to provide customers of EES with
product service for the Products by giving 30 days advance written notice to Fischer. If EES exercises such option, Fischer shall transfer to EES, with respect to the Products sold pursuant to
this Agreement, (i) all service records, (ii) all service
and operators manuals, (iii) a license to any software code or trademarks as solely required to extend service to EES customers, (iv) any product drawings required to render service,
(v) all component specifications as may be required to provide service to existing customers of the Products, and with respect to said components grant hereby a license to make, have made, use
or sell such components as solely required to provide service to existing customers of the Products, (vi) any other technical know-how necessary to service the Products, and
(vii) access to the source of supply of any of the above. In addition, Fischer agrees to sell at its standard dealer net cost all spare parts on hand in Europe to EES, and provide access to EES
to the suppliers of such parts to allow a continued source of supply.

Section 4.05Sales Training.Fischer shall provide, at no charge to EES, initial Product training to the
marketing and sales organizations of EES and its Affiliates with responsibility for distribution of the Products in the Non-Exclusive Territory and Exclusive Territory. Such product
training shall include, but not be limited to, product features and benefit training, and other market position training. Such training shall not exceed six (6) full days and shall require no
more than three (3) sessions in order to

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facilitate
training for 35 to 40 individuals in groups of 12 to 15 people. EES shall bear all expenses incurred by its personnel during such training.

Section 4.06Customer Complaints, FDA audits, EES Inspections.Fischer shall immediately notify EES in
writing should it become aware, through customer complaint or otherwise, of any defect or condition which may render the Products in violation of law or any government applicable regulations, or which
may in any way deviate from the quality, specifications or warranties for the Products. In accordance with the Medical Device Reporting ("MDR") and Medical Devices Vigilance ("MDV") system of the
United States Food and Drug Administration (FDA) and all equivalent/applicable EU Directives/national laws and regulations, Fischer shall maintain responsibility for (i) managing all customer
complaints or product inquires, (ii) reporting to government agencies and (iii) all corrective action where appropriate. Fischer agrees to notify EES as soon as practical after Fischer
becomes aware of any FDA audit (or of any audit from a regulatory agency in another country), or of any request for information from the FDA (or a regulatory agency in another Country) related to the
manufacture or use of the Products. Fischer agrees that EES or its designated representative may at any time during business hours but subject to reasonable prior notice inspect the records referred
to above or inspect the manufacturing facilities of Fischer with respect to the Products to ensure compliance with the provisions of this Agreement.

Section 4.07Indemnification.Subject to the limitations set forth in Section 9.11, Fischer shall
indemnify and hold EES and its affiliates, officers, directors, employees, sales representatives and agents (collectively, the "EES Agents") harmless against any and all claims, losses, damages,
judgments, costs, awards, expenses (including reasonable attorney's fees and expenses) and liabilities of every kind (collectively "Losses" arising out of or resulting from (i) a claim from a
third party that the manufacture, use and sale of existing Products infringes the proprietary rights of such third party, or (ii) the use of the Products; except to the extent such Loss is
caused by the negligence or willful misconduct of EES or the EES Agents; provided that (i) EES informs Fischer promptly of any such
Loss asserted against EES, (ii) Fischer shall have the right to control the defense against any such claim or action, and (iii) EES cooperates fully with Fischer in such defense.

Section 4.08Fischer European Infrastructure.In order for Fischer to perform its obligations under this
Agreement, Fischer agrees to employ a minimum of three employees to be based in Germany and one employee to be based in Italy (the "Infrastructure Employees"). The Infrastructure Employees in Germany
shall include a Business/Technical Product Manager, an Applications Specialist, and a Service Engineer, and the Infrastructure Employee in Italy shall include a Service Engineer. The parties agree
that while the final decision whether to hire an Infrastructure Employee rests with Fischer, EES shall be consulted and kept informed of progress by Fischer. It is understood that the four
Infrastructure Employees are in addition to Fischer's existing Service Engineer based in Germany, and its Manager of Service Support based in Denmark (such employees, the "Existing Employees").
Fischer agrees to maintain the level of Infrastructure Employees and Existing Employees set forth above during the Initial Term, and to replace any such employee who leaves the employment of Fischer
for whatever reason. After the expiration of the Initial Term, Fischer shall only be required to maintain the level of Infrastructure Employees and Existing Employees while EES is able to satisfy the
requirements to maintain its exclusive distribution rights in the Exclusive Territory, as set forth in Section 2.01.

Section 4.09Recalls.If Fischer shall request, or if any governmental agency having jurisdiction in the
matter shall order, Fischer shall be required to institute and fund any recall, field corrective action, or the like.

Section 4.10Enhancements, Upgrades.In the event Fischer modifies, enhances, upgrades or adds an option
to a Product (including any "second-generation" or replacement product for a Product) (each, an "Upgrade") during the Initial Term or any extension of this Agreement, Fischer agrees to

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provide
EES with such Upgrade in accordance with its then prevailing pricing policy regarding supply of the Upgrade to its other distributors and the Upgrade shall be deemed added to the definition of
Products and pricing of Products contained in Exhibits A and B of this Agreement, respectively.

Section 4.11Changes Made to Products.If a change is contemplated to any of the Products listed in
Exhibit "A" (as amended from time to time) that would effect the form, fit, or function of the product or could potentially effect the safety or efficacy of a Product, such change must be notified to
EES in writing 60 days in advance of implementing the change. During the term of this Agreement, Fischer agrees to maintain the design of the Products in a manner which is compatible with the
functionality and design of the Mammotome Biopsys system of EES and subsequent improvements thereto. Further, Fischer shall not, without the prior written consent of EES, design, develop, manufacture
or distribute any Products that substantially conform to the specifications and intended functionality of the Mammotome Biopsys system.

Section 4.12Regulatory Submissions.Fischer either directly or through a designated third party shall
prepare and maintain at Fischer's expense, all technical files and submissions necessary to obtain all necessary approvals or concurrences required to sell the Product in the Exclusive Territory and
the Non-Exclusive Territory. With respect to the Non-Exclusive Territory, it is understood that such technical files and submissions will be prepared only upon written request
from the relevant EES Affiliate, based on specific tender-quotation and or installation requirements.

Section 4.13Liability Insurance.Fischer shall at its own expense maintain a policy or policies of
commercial general liability insurance including product liability and contractual liability insurance during the entire term of the agreement and for as long as the Products are distributed. Such
insurance shall include commercial general liability insurance in an amount not less that $1 million per occurrence and aggregate and product liability and contractual liability insurance in an
amount not less than $10 million per occurrence and aggregate. The policies shall name Ethicon Endo-Surgery, Inc. as additional insured and shall provide 30 days
written notice of cancellation or material change. Fischer shall provide annual certificates of insurance reflecting the required coverage.

ARTICLE V
REPRESENTATIONS AND WARRANTIES OF FISCHER

Fischer represents and warrants to EES that:

Section 5.01Manufacturer of Product; Non-Infringement.Fischer shall manufacture all
Products in compliance with the Specifications and all applicable laws, rules and regulations, including good manufacturing practices (GMPs) of the FDA, and equivalent practices of regulatory agencies
in other countries. All Products shall be free from defects in materials, workmanship or design and that to its best knowledge the manufacture, use and sale of the existing Products do not infringe
the proprietary rights of any third party. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, FISCHER MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, IN RESPECT OF THE PRODUCTS.

Section 5.02Due Organization.Fischer is a corporation duly organized and validly existing under the
laws of the State of Delaware and is duly qualified to carry on its business in each country, state or other jurisdiction where the failure to so qualify would have a material adverse effect on its
business or properties taken as a whole or the performance of its obligations contemplated hereby.

Section 5.03Binding Obligations.Fischer has full power, authority and legal right to enter into and
perform its obligations hereunder. This Agreement has been duly authorized, executed, and delivered by Fischer and constitutes the legal, valid and binding obligation of Fischer enforceable against
Fischer in accordance with its terms.

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Section 5.04No Conflict.The execution, delivery and performance of this Agreement and compliance with
its terms by Fischer shall not result in a breach of any of the terms or conditions of, or result in the imposition of any lien, charge or encumbrance upon, any properties of Fischer pursuant to, or
constitute a default under, any indenture, agreement or other instrument to which Fischer may be a party or by which Fischer may be bound.

Section 5.05Quality and Customer Service.During the term of this Agreement, Fischer shall endeavor to
maintain industry leading quality standards with respect to the manufacture, delivery and service of the Products sold pursuant to the terms of this Agreement.

Section 5.06Year 2000.



ARTICLE VI
REPRESENTATIONS AND WARRANTIES OF EES

EES represents and warrants to Fischer that:

Section 6.01Due Organization.EES is a corporation duly organized and validly existing under the laws of
the State of Ohio and is duly qualified to carry on its business in each state or jurisdiction where the failure to so qualify would have a material adverse effect on its business or properties taken
as a whole or the performance of its obligations contemplated hereby.

Section 6.02Binding Obligations.EES has full power, authority and legal right to enter into and perform
its obligations hereunder. This Agreement has been duly authorized, executed, and delivered by EES and constitutes the legal, valid and binding obligation of EES enforceable against EES in accordance
with its terms.

Section 6.03No Conflict.The execution, delivery and performance of this Agreement and compliance with
its terms by EES shall not result in a breach of any of the terms or conditions of, or result in the imposition of any lien, charge or encumbrance upon, any properties of EES pursuant to, or
constitute a default under, any indenture, agreement or other instrument to which EES or any of its officers, employees or agents may be a party or by which EES or any of its officers, employees or
agents may be bound.

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ARTICLE VII
DEMONSTRATION TABLE

Section 7.01Demonstration Model Table; Security Interest.



ARTICLE VIII
FAILURE TO SUPPLY PRODUCTS

Section 8.01Failure to Supply Products; Termination



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ARTICLE IX
MISCELLANEOUS

Section 9.01Term; Termination.



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Section 9.02Confidential Information.From time to time during the term of this Agreement, either party
may provide to the other party papers, memoranda, customer lists, price lists, bulletins and other data of a confidential or proprietary nature pertaining to the business of the other party and marked
"Confidential" (collectively, the "Information"). Each party shall during the term of this Agreement and for a period of three years after termination hereof: (i) maintain the Information in
confidence, (ii) not to disclose or make a copy of the Information or any portion of the information available to any third party, to whom disclosure is not permitted on the terms set forth
herein, and (iii) not use the Information or any portion or copy of it for any purpose not directly related to performance of such
party's obligations under this Agreement. The obligations of this Section shall not apply to any Information which is or which becomes generally known to the public by publication or by means other
than a breach of duty by the disclosing party, or which becomes otherwise available to the disclosing party which, to the best of such party's knowledge, has the right to make such disclosure; or
which is conceived or developed by the disclosing party independently of the Information. Either party shall disclose the Information only to those officers, employees and agents bound by similar
terms of confidentiality to those imposed herein. Upon termination of this Agreement for any reason whatsoever, each shall either return to the other all Information and copies thereof and all
samples, demonstration units and like materials then in the possession of such party or elect to destroy any or all of such Information and certify as to such destruction; provided that each may
retain one copy thereof in their law department files solely for evidentiary and regulatory purposes.

Section 9.03No Assignment.Neither party shall transfer or assign this Agreement, in whole or in part,
without the prior written consent of the other; except that EES may, without such consent, assign this Agreement to any Affiliate. Subject to the foregoing restrictions on assignment, this Agreement
shall inure to the benefit of and bind the successors and assigns of each of the parties.

Section 9.04Notices.Notices and other communication required or called for under this Agreement shall
be in writing, shall be transmitted by certified mail, postage prepaid, and shall be deemed delivered upon mailing.

In
the case of EES, such communications shall be addressed to:



with
copies to:



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And:



In
the case of Fischer, such communications shall be addressed to:



with
a copy to:



or
to the attention of such other individual or to such other address as either party may give to the other in writing.

Section 9.05Inconsistency.In the event of any inconsistency between the terms of this Agreement and the
terms typed, stamped or printed on any purchase order submitted hereunder, the terms of this Agreement shall govern. Any different or additional terms contained in any purchase order shall not be
binding unless specifically and expressly assented to in a writing signed by both parties.

Section 9.06No Waiver.The failure of either party to enforce at any time for any period any provision
hereof shall not be construed to be a waiver of such provision or of the right of such party thereafter to enforce each such provision.

Section 9.07Publicity.No party to this Agreement shall originate any publicity, news release or other
public announcement, written or oral, whether relating to this Agreement or the existence of any
arrangement between the parties, without the prior written consent of the other party, except where such publicity, news release or other public announcement is required by law; provided that in such
event, the party issuing same shall still be required to consult with the other party or parties a reasonable time (being not less than 48 hours) prior to its release to allow the named party
or parties to comment on the use of its name and, after its release, shall provide the named party or parties with a copy thereof.

Section 9.08Severance.If any provision of this Agreement should be or become fully or partly invalid or
unenforceable for any reason whatsoever or violate any applicable law, this Agreement is to be considered divisible as to such provision and such provision is to be deleted from this Agreement, and
the remainder of this Agreement shall be deemed valid and binding as if such provision were not included. A suitable provision which, as far as legally possible, comes nearest to what the parties
desired according to the sense and purpose of this Agreement had this point been considered when concluding this Agreement shall be substituted for any such provision deemed to be deleted.

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Section 9.09Force Majeure.Neither Fischer nor EES shall be liable for failure due to force majeure to
perform its duties under this Agreement. As used herein, force majeure means acts of God; acts, regulations or laws of any government; war, civil commotion; strike, lock-out or labor
disturbance; destruction of production facilities or materials by fire, earthquake or storm; failure of public utilities or common carriers; and any other causes beyond the reasonable control of that
party.

Section 9.10Arbitration.Except as expressly provided otherwise in this Section, any controversy or
claim arising out of or relating to this Agreement or the validity, inducement, or breach thereof (each such controversy or claim is hereinafter referred to as a "Dispute") shall be settled as
follows:



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Section 9.11Limitation of Liability.Under no circumstances shall either party hereto be liable to the
other for any indirect damages (whether incidental, consequential, special or otherwise) resulting from any errors or delays in the shipment or delivery of any products hereunder (unless previous
agreed to by such party in writing), or from any breach of the product warranty.

Section 9.12Governing Law.All matter affecting the interpretation, validity and performance under this
Agreement shall be governed by the internal laws of the State of New York, without regard for its conflict of laws principles.

Section 9.13Headings.The Article and Section headings included in this Agreement are for reference
purposes only and shall not affect the meaning or interpretation of this Agreement.

Section 9.14Counterparts.This Agreement may be executed in any number of counterparts with the same
effect as if all parties had signed the same document. All such counterparts shall be deemed an original, shall be construed together and shall constitute the same instrument.

Section 9.15Entire Agreement.The parties intend to provide certainty as to their future rights and
remedies against each other by defining the extent of their undertakings. The parties have in this Agreement incorporated all representations, warranties, covenants, commitments and understandings on
which they have relied in entering into this Agreement. Except as expressly provided, neither party makes any covenant or other commitment to the other concerning its future action. Accordingly, this
Agreement (i) constitutes the entire Agreement and understanding between the parties with respect to the Exclusive Territory and the Non-Exclusive Territory and no promises,
representations, conditions, provisions or terms other than those set forth in this Agreement exist for such territories and (ii) supersedes all previous understandings, agreements and
representations between the parties, written or oral with respect to its subject matter in the Exclusive Territory and the Non-Exclusive Territory, including the 1997 Agreement and any
Addendum thereto. This Agreement may not be changed, modified or amended except by a writing signed by both parties.

IN
WITNESS WHEREOF, the parties hereto have executed this Agreement by their officers thereunto duly authorized as of the date first-above written.

| |  |                             |  |                                             
| |  | --------------------------- |  | --------------------------------------------
| |  | ETHICON ENDO-SURGERY, INC. 
| |  | By:                         |  | /s/ Katja Kreutzer                          
| |  | Name:                       |  | Katja Kreutzer                              
| |  | Title:                      |  | Vice President Breast Care Management Europe
| |  | FISCHER IMAGING CORPORATION
| |  | By:                         |  | /s/ Morgan W. Nields                        
| |  | Name:                       |  | Morgan W. Nields                            
| |  | Title:                      |  | Chairman/CEO                                

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EXHIBIT A

PRODUCTS AND SPECIFICATIONS

A.    NEW PRODUCTS

85200G-2MAMMOTEST® PLUS BIOPSY AND LOCALIZATION SYSTEM

The MAMMOTEST PLUS system is designed expressly for needle biopsy of the breast. The system consists of an elevating, floating tabletop on which the patient lies
prone with one breast suspended through an aperture in the tabletop. Beneath the tabletop, a specially designed mammographic X-ray tube takes stereoscopic images of the breast. The
information is captured by a digital camera and automatically processed to provide the spatial coordinates of the suspected lesion. An automated punction device mounted beneath the tabletop aims the
needle to the precise spatial coordinates and the operator may proceed with the biopsy. Accuracy is within 1 mm. A dedicated generator provides power for the X-ray procedures.

MAMMOTEST PLUS SYSTEM

Consisting of:



AUTOGUIDE MOTORIZED NEEDLE GUIDANCE SYSTEM, REF: 85705G-2

An
automated polar coordinate needle positioner with depth stop, needle guide holder, disposable needle guides (one case of ten 14 gauge guides and one case of ten 20 gauge guides), and
storage case.

MAMMOVISION® PLUS COD DIGITAL IMAGING SYSTEM

A fiber-optically coupled 1024 × 1024 charge coupled device (CCD) based digital imaging system. MAMMOVISION PLUS allows the operator to
acquire digital images, manipulate images on screen

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for
contrast enhancement and magnification, localize lesions for needle biopsy or preoperative wire placement, and produce hardcopy output. The camera is removable and can be shared with the new
HF-X PIus diagnostic mammography unit.

CCD Camera/Image Receptor



WorkstationREF: 77206-4



LATERAL APPROACH BIOPSY SYSTEM,REF: 85450G

Lateral
arm device for orthogonal access to compressed breast. Includes targeting software with user-friendly graphical presentation.

PHANTOMS



Sony SME-E511 5.25" Multi-Functional Optical Disk Drive,REF: 77255G-2

Includes
one 2.6 GB disk, PCB, and cabling to interface with MAMMOVISION. The optical disk drive system alone does not provide hard copy output.

PLAN

Room planning and drawings

WARRANTY

Includes twelve (12) months parts and labor, excluding glassware which is manufacturer's pro-rated warranty.

85201 G-1MAMMOTEST® PLUS "5" BIOPSY AND LOCALIZATION SYSTEM

The MAMMOTEST PLUS "5" system is designed expressly for needle biopsies and needle localizations of the breast. The system consists of an elevating, floating
tabletop on which the patient

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lies
prone with one breast suspended through an aperture in the tabletop. Beneath the tabletop, a specially designed mammographic X-ray tube takes stereoscopic images of the breast. The
information is captured by a digital COD camera and automatically processed to provide the spatial coordinates of the suspected lesion. An automated punction device called an Autoguide is
mounted beneath the tabletop and has a dual state-of-the-art electro luminescent digital display and message center. The Autoguide aims the needle to the precise
spatial coordinates given and the operator may proceed with the biopsy. Accuracy is within 1mm. A dedicated high frequency generator provides power for the X-ray procedures.



Consisting of:



AUTOGUIDE GUIDANCE AND MESSAGE CONTROL SYSTEM, REF: 85705G-1

An
automated polar coordinate needle positioner with depth stop, digital display and motion control at tableside. The Autoguide contains a stateof-the-art electro
luminescent digital touch control and message center, that is conveniently located at the working end of the table. This feature eliminates the need for the hand held targeting controls, giving
instantaneous targeting and informational readouts for the automated polar coordinate Needle Guidance System. The ergonomic design allows new and more versatile functions for the future.

MAMMOVISION® PLUS COD DIGITAL IMAGING SYSTEM

A fiber-optically coupled 1024 × 1024 charge coupled device (COD) based digital imaging system. MAMMOVISION PLUS allows the operator to
acquire digital images, manipulate images on screen for contrast enhancement and magnification, localize lesions for needle biopsy or preoperative wire placement, and produce hardcopy output. The
camera is removable and can be shared with the HF-X PLUS diagnostic mammography unit.

COD Camera/Image Receptor



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Workstation,REF: 77206-4



LATERAL APPROACH BIOPSY SYSTEM

Lateral arm device for orthogonal access to compressed breast. Includes targeting software with user-friendly graphical presentation.

PHANTOMS



ARCHIVAL DEVICE,REF: 77255G-2

Sony
SME-E51 1 5.25" Multi-Functional Optical Disk Drive
Includes one 2.6 GB disk, PCB, and cabling to interface with MAMMOVISION.
The optical disk drive system alone does not provide hard copy output.

PLAN

Room planning and drawings

WARRANTY

Includes twelve (12) months parts and labor, excluding glassware which is manufacturer's pro-rated warranty.

OPTIONS:

85600G-1HF-X PLUS DIAGNOSTIC MAMMOGRAPHY SYSTEM

The HF-X Plus is a complete diagnostic, high frequency mammographic system designed to perform high quality, low dose breast examinations quickly,
easily and efficiently. The HF-X Plus consists of a cabinet housing a microprocessor controlled high frequency X-ray generator, and a vertical column supporting a
U-arm with X-ray tube and image receptor. A full length transparent shield protects the operator. Also, the HF-X Plus has the ability to accept the Mammovision Plus
COD Camera.

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77257-1IV4600 Series D Multi-Format Camera:

Two-on-one format on single sheet of 8" × 10" film. Includes cabling to interface with MAMMOVISION.

77271Digital Interface to Laser Printer:

(Consists of MAMMOVISION interface only. Does not include any digital interfaces required on laser imager itself. Please contact manufacturers local laser imager
representative for additional requirements for laser imager interfacing.)

77265GACR-NEMA PACS Network Interface:



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85599-1Site Select Holder



VAR uninterruptable power supply for MAMMOTEST® system. Model ACE 1000i provides battery back-up capacity for MAMMOTEST®
system.

B.    USED PRODUCTS

Used equipment shall include the MAMMOTEST®, MAMMOTEST® Plus, and the MAMMOTEST® Plus S breast
biopsy systems. Detailed specifications shall be determined on case by case basis.

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TRANSFER PRICES

A.    NEW PRODUCTS



Transfer Price
for Initial Term

Option Rebate
Calculation
Price**a.

Laser camera interface

$
[****]

$
[****]b.

Dicom interface

$
[****]

$
[****]c.

Multi format camera

$
[****]

$
[****]d.

HFX two bucky system

$
[****]

$
[****]e.

Site Select Adapter:

$
[****]

$
[****]f.

Mammotome® Driver


N/A

$
[****]g.

ACE 1000i UPS

$
[****]

$
[****]


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B.    USED PRODUCTS

All
pricing and terms for Used Products shall be determined on a case by case basis.

***Represents
material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2 of
the Securities Exchange Act of 1934, as amended.

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EXHIBIT C

APPLICATIONS TRAINING

The
Application personnel will cover instructional review for use of all Fischer equipment sold with the exception of the Mammotome breast biopsy device. The Mammotome instructional use
will be covered by the EES Representative

Fischer
Applications training will be responsible for teaching the Customer the following:

Nuances
and functionality of the Fischer equipment pertaining to the Mammotest® Plus or the Mammotest® Plus S prone stereotactic breast biopsy system. This will
include:

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EXHIBIT D

Product Service Support

24

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EXHIBIT E

Flowchart

25

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Flowchart

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QuickLinks