LASERSIGHT INCORPORATED
                            3300 University Boulevard
                                    Suite 140
                             Orlando, Florida 32792

                               September 11, 1998


VIA FACSIMILE

Frederic B. Kremer, M.D.
200 Mall Boulevard
King of Prussia, Pennsylvania  19406

         Re:      Revised Agreements

Dear Dr. Kremer:

         As we recently discussed,  we have agreed that the terms and conditions
of the various  agreements among LaserSight  Incorporated  ("LaserSight"),  you,
PhotoMed,  Inc.  ("PhotoMed")  and various other  parties,  dated as of July 15,
1997, need to be amended based on the Food and Drug Administration's (the "FDA")
recent approval of the LASIK Pre-Market Approval ("PMA") application.

         We have agreed as follows:

            1.    Within 10 business days after the date on which all parties to
                  this letter  have  signed a copy of this letter (the  "Payment
                  Date"),  LaserSight will pay you  $1,500,000.00,  50% of which
                  shall  be paid in cash in  immediately  available  funds to an
                  account or accounts  designated by you, and 50% of which shall
                  be paid (in  LaserSight's  sole  discretion) in either cash or
                  shares of  unregistered  LaserSight  common  stock,  $.001 par
                  value  per share  ("Common  Stock"),  the  number of shares of
                  which shall be  calculated  using the closing price of a share
                  of Common  Stock  for the ten (10)  trading  days  immediately
                  preceding  the Payment  Date.  Such shares shall have the same
                  registration  rights as are  contained  in Section  6.4 of the
                  Agreement  and  Plan  of  Merger,   dated  July  15,  1997(the
                  "Agreement and Plan of Merger"),  among  LaserSight,  PhotoMed
                  Acquisition, Inc. ("Photomed-A"),  you, Photomed, Linda Kremer
                  ("LK"),  Robert  Sataloff,  Trustee for Alan  Stewart  Kremer,
                  u/t/d December 27, 1991 ("ASK"), and Robert Sataloff,  Trustee
                  for Mark Adam  Kremer,  u/t/d  December  27, 1991  ("MAK,  and
                  together with you, Photomed, LK and ASK the "Kremer Parties"),
                  provided that such Common Stock shall be deemed Closing Shares
                  for purposes of Section 6.4, the Demand Registration Statement
                  shall remain  effective  for at least one (1) year,  no demand
                  for  registration  shall be  deemed to have  already  occurred
                  under Section 6.4 and  references  in Sections  6.4(a) and 6.4
                  (b) to the "first  anniversary  of the Closing  Date" shall be
                  revised to be "the second anniversary of the Closing Date."
<PAGE>

                  The payment  described in this paragraph 1 shall be in lieu of
                  the  $1,750,000.00  payment described in Section 2.2(a) of the
                  Agreement  and Plan of Merger  and  LaserSight  shall  have no
                  further  obligations  pursuant to such  Section so long as the
                  payment  described in the immediately  preceding  paragraph is
                  made on the  Payment  Date.  Subject  to the full  and  timely
                  performance of the  obligations  described in the  immediately
                  preceding paragraph the rights and obligations associated with
                  the unwind of the  transaction  described in Section 2.2(b) of
                  the  Agreement  and Plan of Merger are of no further  force or
                  effect  and to your  actual  knowledge  PhotoMed-A  holds full
                  right,  title and  interest to the PMA,  free and clear of any
                  claims by you and your affiliates. The parties also agree that
                  in  consideration  of the receipt of the payment  described in
                  this paragraph 1, to your actual  knowledge,  LaserSight shall
                  have the sole  discretion to pursue  commercialization  of the
                  Kremer Laser (as defined in the  Agreement and Plan of Merger)
                  and related PMA and  therefore  the parties  acknowledge  that
                  LaserSight has discharged its obligations under Section 6.5 of
                  the  Agreement  and Plan of Merger as it  relates  to  Section
                  2.2(a).

            2.    If a laser  manufactured by or for LaserSight  which uses part
                  or all of the know how of the Kremer  Laser is approved by the
                  FDA for general  commercial use for the treatment of hyperopia
                  (the "Hyperopia  Approval") prior to June 1, 1999, then within
                  thirty (30) days after the date of such  approval,  LaserSight
                  will pay to the Kremer Parties that number of shares of Common
                  Stock which results from dividing (A) $1,000,000.00 by (B) the
                  average  closing  price of a share of Common Stock for the ten
                  (10)  day  period  immediately   preceding  the  date  of  the
                  Hyperopia Approval (the "Hyperopia Consideration"). The number
                  of shares to be issued  pursuant to this  paragraph 2 shall be
                  limited by the terms of Section 2.3 of the  Agreement and Plan
                  of  Merger.  The last  sentence  of  Section  2.2(c) is hereby
                  deleted.  If Hyperopia Approval is granted on or after June 1,
                  1999 but prior to June 1, 2000, then the $1,000,000.00  amount
                  utilized to calculate  the  Hyperopia  Consideration  shall be
                  reduced by the number resulting from multiplying  $2,739.73 by
                  the number of days which have elapsed  since June 1, 1999.  If
                  Hyperopia  Approval  is  granted  on or after  June 1, 2000 no
                  payment shall be due pursuant to this  paragraph 2. If between
                  the date  hereof  and June 1,  2000  another  entity  which is
                  seeking   Hyperopia   Approval  (the  "Third   Party")  either
                  purchases substantially all of LaserSight's assets or acquires
                  at least eighty-five percent (85%) of LaserSight's outstanding
                  Common Stock or LaserSight purchases  substantially all of the
                  Third Party's assets or acquires at least eighty-five  percent
                  (85%) of the  Third  Party's  outstanding  common  stock,  and
                  subsequent to the closing of such transaction either ceases to
                  actively pursue or abandons Hyperopia Approval,  then upon the
                  date the relevant party ceases to actively  pursue or abandons
                  Hyperopia  Approval it shall be deemed that Hyperopia Approval
                  has been obtained.
<PAGE>

                  The payment  described in this section shall be in lieu of the
                  payment  described in Section 2.2(c) of the Agreement and Plan
                  of  Merger  and upon  making  such  payment  (or if  Hyperopia
                  Approval  is not  obtained  prior to June 1, 2000)  LaserSight
                  shall  have no further  obligation  pursuant  to such  Section
                  other  than  its  indemnification   obligations  contained  in
                  Section 8 of the Agreement and Plan of Merger.

                  You  agree,  as your time  permits,  to assist  LaserSight  in
                  obtaining the Hyperopia Approval described in this paragraph 2
                  by (i) performing clinical trials,  (ii) providing  LaserSight
                  with the  results  of such  trials in a form which may be used
                  for   preparation   for  submission  to  the  FDA,  and  (iii)
                  performing such other services as are agreed to by the parties
                  from time to time.  In  connection  with such  assistance  you
                  agree to only  utilize  the  services  of  current  LaserSight
                  employees,  which shall be provided to you promptly  upon your
                  request,   and  not  to  retain  any  third  parties   without
                  LaserSight's  prior  approval.  LaserSight  shall  comply with
                  Section 6.5 (other than 6.5(iii)) of the Agreement and Plan of
                  Merger and all  references to FDA Approval  shall be deemed to
                  refer to Hyperopia Approval, references to the PMA application
                  shall be  deemed  to refer to the  hyperopia  application  and
                  references  to PMA  shall  be  deemed  to  refer  to a PMA for
                  Hyperopia Approval. You shall not have liability of any nature
                  whatsoever  based on LaserSight's  failure to obtain Hyperopia
                  Approval.

         3.       Within two weeks  after the  Payment  Date,  LaserSight  shall
                  provide you with a scanning laser which, as further  described
                  below, you shall utilize to pursue FDA equivalency approval of
                  LaserSight's   refractive  scanning  laser  system  (which  is
                  currently in clinical  trials) as compared to the FDA approval
                  granted to the  Kremer  Laser on July 29,  1998 in  connection
                  with the PMA (the "FDA Equivalence Approval").

                  You  directly or  indirectly  agree to  utilize,  as your time
                  permits,  the scanning laser provided by LaserSight,  together
                  with  such  other  resources  which  you  deem  necessary,  to
                  generate  clinical data for  submission to the FDA in order to
                  facilitate  receipt of FDA  Equivalence  Approval.  LaserSight
                  shall be responsible  for reasonable  out-of-pocket  costs and
                  expenses   actually   incurred   in  amounts   not  to  exceed
                  $150,000.00  in  connection  with  your  pursuit  of  the  FDA
                  Equivalence Approval and any expenses in excess of such amount
                  shall  be  borne  by  you,   unless  approved  in  advance  by
                  LaserSight.  LaserSight shall reimburse you within thirty (30)
                  days  after  it  receives  proper  documentation  of  expenses
                  incurred  pursuant to the terms of the previous  sentence.  By
                  the tenth day after the end of each  month,  LaserSight  shall
                  provide to you a written  report  setting  forth in detail the
                  amount of costs and expenses incurred in the immediately prior
                  month and  cumulatively  from the date the scanning  laser has
                  been  received  by  you  in  connection  with  the  LaserSight
                  resources you have  utilized.  Within five (5) days after your

<PAGE>
                  receipt  of such  report  from  LaserSight  you  will  provide
                  LaserSight  with a  report  that  sets  forth  all  costs  and
                  expenses (on a monthly and cumulative basis) you have incurred
                  in  connection   with  the  pursuit  of  the  FDA  Equivalence
                  Approval.  LaserSight  shall have the right to terminate  your
                  involvement in this process and the above-described funding if
                  LaserSight  determines  that you have  failed to satisfy  your
                  obligations in connection  with this paragraph 3. In the event
                  of such a termination by LaserSight, LaserSight will reimburse
                  you for costs and expenses incurred  (pursuant to the terms of
                  this  paragraph)  prior to the date of such  termination.  You
                  shall not have any liability of any nature whatsoever based on
                  LaserSight's failure to obtain FDA Equivalence Approval.

                  If on or prior to the date which is four (4) months  after the
                  date on which  LaserSight  delivers to you the scanning  laser
                  described in this paragraph (the "Equivalency  Approval Date")
                  FDA grants the FDA Equivalence Approval,  then LaserSight will
                  pay the Kremer  Parties  $1,000,000.00.  If such  approval  is
                  received after the Equivalency  Approval Date but prior to the
                  first year anniversary of the Equivalency  Approval Date, then
                  LaserSight shall pay the Kremer Parties $1,000,000.00 less the
                  number resulting from  multiplying  $2,739.73 times the number
                  of days  which have  elapsed  since the  Equivalency  Approval
                  Date. If FDA  Equivalence  Approval is granted on or after the
                  first year  anniversary  of the  Equivalency  Approval Date no
                  payment shall be due pursuant to this paragraph 3. Any payment
                  required by the terms of this  paragraph  shall be made within
                  10 days after the receipt of FDA Equivalence  Approval by wire
                  transferring,  in immediately  available  funds,  the required
                  payment amount to an account or accounts  designated by you as
                  agent for the Kremer Parties.

                  The payment  described in this section shall be in lieu of the
                  payment  described in Section 2.2(d) of the Agreement and Plan
                  of Merger and upon making such payment (or if FDA  Equivalence
                  Approval is not obtained  prior to the first year  anniversary
                  of the  Equivalency  Approval Date)  LaserSight  shall have no
                  further  obligation  pursuant to such  Section  other than its
                  indemnification  obligations  contained  in  Section  8 of the
                  Agreement and Plan of Merger.

            4.    If LaserSight  acquires (through license,  with the ability to
                  sublicense,  or  otherwise)  the rights to utilize the patents
                  previously held by Pillar Point Partners,  Summit  Technology,
                  Inc. or Visx, Inc.  (collectively,  the "PP Patents") and as a
                  result of such  acquisition is not required in connection with
                  such  acquisition to pay a per procedure fee or royalty,  then
                  LaserSight agrees that it will not assert against you, Eyes of
                  the Future,  P.C.,  a  Pennsylvania  professional  corporation
                  ("EOTF"),  Frederic B.  Kremer,  M.D.,  P.C.,  a  Pennsylvania
                  professional  corporation  ("PC"),  or a Kremer  Affiliate (as
                  defined in the Patent Purchase Agreement, dated July 15, 1997,
                  between  you and  LaserSight)  for so long as you  maintain an
                 
<PAGE>

                  ownership  interest of at least 25% in EOTF and PC and satisfy
                  such definition of Kremer Affiliate, as applicable,  any claim
                  for infringement of such Pillar Point patents based on your or
                  such  entities'  use of up to three (3)  excimer  lasers.  The
                  non-assertion  clauses  of this  section do not  constitute  a
                  license or convey any right or  interest in the PP Patents and
                  is not  assignable  or otherwise  transferable  by you or such
                  entities. In addition,  LaserSight agrees that it will license
                  lasers  purchased (in excess of the three (3) lasers mentioned
                  immediately  above)  by you,  EOTF  and/or  PC (as long as you
                  maintain  an  ownership  interest  of at  least  25%  in  such
                  entities)  and/or a Kremer  Affiliate on terms and  conditions
                  then  utilized by  LaserSight  for licenses of a similar scope
                  (e.g.,  number of lasers  covered by such  license,  volume of
                  procedures  performed by the licensee,  patents covered by the
                  license,  etc.)  and that if  subsequent  to the grant of such
                  license  to you,  EOTF,  PC or a Kremer  Affiliate  LaserSight
                  grants a license of a similar  scope  (taking into account the
                  number of lasers covered by such license, volume of procedures
                  performed  by the  licensee,  patents  covered by the license,
                  etc.) except at more  favorable  per procedure or royalty rate
                  than those  previously  provided to you,  EOTF, PC or a Kremer
                  Affiliate, LaserSight shall notify the relevant party and such
                  party will be  entitled  to  receive  the more  favorable  per
                  procedure  or  royalty  rate  subject  to the same  terms  and
                  conditions  under  which such more  favorable  rates have been
                  granted.

                  Notwithstanding   the   foregoing,   if  in  connection   with
                  LaserSight  acquiring  (through  licensure or  otherwise)  the
                  right to utilize the PP Patents, LaserSight is required to pay
                  a per procedure fee or other  royalty,  then the terms of this
                  section will not preclude  LaserSight from charging you, EOTF,
                  PC or a Kremer Affiliate such fees or royalties (but no amount
                  in addition to such fees or royalties)  for up to fifteen (15)
                  lasers.  In addition,  LaserSight  agrees that it will license
                  lasers  purchased  (in  excess  of  the  fifteen  (15)  lasers
                  mentioned  immediately  above) by you, EOTF and PC (as long as
                  you  maintain  an  ownership  interest of at least 25% in such
                  entities) and a Kremer  Affiliate on terms and conditions then
                  utilized by LaserSight  for licenses of a similar scope (e.g.,
                  number of lasers covered by such license, volume of procedures
                  performed  by the  licensee,  patents  covered by the license,
                  etc.) and that if  subsequent  to the grant of such license to
                  you,  EOTF,  PC or a  Kremer  Affiliate  LaserSight  grants  a
                  license of a similar  scope (taking into account the number of
                  lasers covered by such license, volume of procedures performed
                  by the licensee,  patents covered by the license, etc.) except
                  at more  favorable  per  procedure or royalty rates than those
                  previously  provided to you,  EOTF, PC or a Kremer  Affiliate,
                  LaserSight shall notify the relevant party and such party will
                  be entitled to receive the more  favorable  per  procedure  or
                  royalty  rate subject to the same terms and  conditions  under
                  which such more favorable rates have been granted.
<PAGE>

         5.       The right to receive  royalties  described  in Section 2(c) of
                  your Consulting  Agreement with LaserSight dated July 15, 1997
                  shall end on August 1, 1999 rather than as currently stated in
                  such agreement.

         6.       Except as modified  hereby the  agreements  referenced in this
                  letter shall remain in full force and effect.

         7.       You  and the  parties  hereto  agree  to  execute  any and all
                  agreements,  including, without limitation, certain amendments
                  to the Agreement and Plan of Merger, which may be necessary to
                  fully and accurately  document and carry out the terms of this
                  letter.

         8.       LaserSight hereby  acknowledges and agrees that (i) the 25,000
                  stock  options  previously  granted  to  Dr.  Kremer  did  not
                  terminate  thirty  (30)  days  after  the  termination  of his
                  Consulting  Agreement with LaserSight,  (ii) such options vest
                  pursuant to the  following  schedule,  and (iii) such  options
                  expire on July 29, 2002:

<TABLE>
<CAPTION>
                                                                Number of             Cumulative
               Year                  Percentage Vested          Shares Vested         Number of Shares
               ----                  -----------------          -------------         ----------------

<S>            <C>                   <C>                        <C>                   <C>
               0-1                   0                          0                     0
               1-2                   25%                        6,250                 6,250
               2-3                   25%                        6,250                 12,500
               3-4                   25%                        6,250                 18,750
               4-5                   25%                        6,250                 25,000

</TABLE>

         Since this letter shall serve as an amendment to the various agreements
it will only be valid upon execution by all the parties indicated below.

         Please  review the enclosed and contact me with any  questions  you may
have. If none,  please have this letter executed by all parties and return to my
attention.  LaserSight,  intending to be legally  bound,  has signed this letter
agreement.


<PAGE>



         If the  LaserSight  Board does not approve this letter  agreement on or
before  September 17, 1998,  this letter  agreement shall be void and the Kremer
Parties and  LaserSight  may exercise any rights under the Agreement and Plan of
Merger, including, but not limited to, the unwind.

                                Very truly yours,

                             LASERSIGHT INCORPORATED


                                    /s/Michael R. Farris
                               By:  ----------------------------------
                                    Michael R. Farris
                                    President and Chief Executive Officer
                                    Dated:  September 15, 1998


PHOTOMED, INC.                              PHOTOMED ACQUISITION, INC.

   /s/Frederic B. Kremer, M.D.       /s/ Michael R. Farris
By:---------------------------  By: ----------------------------------
Its:--------------------------       Michael R. Farris
Dated: September 15, 1998            President and CEO
                                     Dated: September 15, 1998


/s/Frederic B. Kremer, M.D.           /s/Robert Sataloff  
---------------------------------    ----------------------------------
Frederic B. Kremer, M.D.             Robert Sataloff, Trustee for Alan Stewart
Dated: September 15, 1998            Kremer, u/t/d December 27, 1991
                                     Dated September 15, 1998


/s/Linda Kremer                       /s/ Robert Sataloff  
---------------------------------    ----------------------------------
Linda Kremer                         Robert Sataloff, Trustee for Mark Adam
Dated September 15, 1998             Kremer, u/t/d December 27, 1991
                                     Dated: September 15, 1998