COAST BUSINESS CREDIT

       Fifth Amendment to the Schedule to the Loan and Security Agreement

Borrower:         Comtel Electronics

Address:          14101 Myford Road
                  Tustin, California  92680

Date:             April 29, 1998

THIS FIFTH  AMENDMENT  TO THE  SCHEDULE TO THE LOAN AND  SECURITY  AGREEMENT  is
entered into as of the above date between COAST BUSINESS  CREDIT,  a division of
Southern Pacific Bank ("Coast"), a California corporation, with offices at 12121
Wilshire  Boulevard,  Suite 1111,  Los  Angeles,  California  90025,  and Comtel
Electronics,  Inc. ("Borrower"),  whose chief executive office is located at the
above address ("Borrower's  Address").  This Amendment shall for all purposes be
deemed  to be a part  of  the  Schedule  to  the  Loan  and  Security  Agreement
("Schedule"), and the same is an integral part of the Schedule.

AMENDMENTS

1.   The  following  portion of Section 1 of the  Schedule is hereby  amended to
     read as follows:

     1.   CREDIT  LIMIT Loans in a total amount at any time  outstanding  not to
          exceed the lesser of a total of THREE MILLION  THREE HUNDRED  THOUSAND
          DOLLARS  ($3,300,000.00)  ("Maximum Dollar Amount") or the sum of (a),
          (b) and (c) below.

2.   The  following  portion of Section 4 of the  Schedule is hereby  amended to
     read as follows:

     4.   MATURITY DATE
          (Section 6.1)    
                                    November  30,  1999,  subject  to  automatic
                                    renewal as  provided  in Section  6.1 above,
                                    and early termination as provided in Section
                                    6.2 above.


<PAGE>

3. Section 7, Paragraph 3 of the Schedule is hereby amended to read as follows:

     3.   Borrower shall, at all times during the Term of this Loan and Security
          Agreement,  maintain  a minimum  Tangible  Net Worth  (as  defined  in
          Section 8 above) of One Million Dollars ($1,000,000.00)

4.   Section  7,  of the  Schedule  is  hereby  amended  to  add  an  additional
     sub-paragraph 15 as follows:

     15.  Coast shall establish an additional reserve equal to five percent (5%)
          of the  outstanding  Eligible  Receivables  (as  defined in Section 8)
          until  such time as Coast,  in its sole and  absolute  discretion,  is
          satisfied with the performance of Borrower's Receivables.

5.   Section  7,  of the  Schedule  is  hereby  amended  to  add  an  additional
     sub-paragraph 16 as follows:

     16.  Biometric  Technologies,   Corp  ("Biometric")  will  subordinate  its
          existing loans to Borrower in the approximate  amount of Three Million
          Eight  Hundred  Eighty  Thousand  Dollars   ($3,880,000.00)  plus  the
          additional Five Hundred Thousand Dollars  ($500,000,00) that Biometric
          expects  to loan to  Borrower  in May  1998,  in  form  and  substance
          acceptable to Coast.

TERMS AND CONDITIONS PRECEDENT

1.   Biometric  shall ratify and reaffirm its full unlimited  guaranty of all of
     Borrower's obligations, including the increase in the Maximum Dollar Amount
     pursuant to this amendment.

2.   Palomar  Medical   Technologies,   Inc.  ("Palomar  Medical")  and  Palomar
     Electronics  Corporation ("Palomar  Electronics") shall ratify and reaffirm
     their respective Continuing Guaranty of amounts up to the first Two Million
     Five Hundred Thousand Dollars  ($2,500,000.00)  but shall not be guarantors
     of the increase in the Maximum Dollar Amount pursuant tot his amendment.

3.   Borrower  shall  pay  Coast  Modification  Fee of  Eight  Thousand  Dollars
     ($8,000.00).

4.   Borrower,  Palomar Medical,  Palomar Electronics and Biometric's  execution
     and return to Coast of this Fifth Amendment to the Schedule to the Loan and
     Security Agreement.

5.   Borrower,  Palomar Medical,  Palomar Electronics and Biometric's  execution
     and  return of all  documents  reasonably  required  by Coast,  in form and
     substance  acceptable  to Coast,  evidencing,  supporting  and securing the
     rights, duties and obligations set forth herein.

EXCEPT AS EXPRESSLY  PROVIDED FOR HEREIN, ALL OF THE TERMS AND CONDITIONS OF THE
LOAN  AGREEMENT  AND ALL  OTHER  DOCUMENTS  AND  AGREEMENTS  BETWEEN  COAST  AND
BORROWER,  AS AMENDED,  SHALL CONTINUE IN FULL FORCE AND EFFECT AND THE SAME ARE
HEREBY RATIFIED AND AFFIRMED.  THE WAIVERS  CONTAINED HEREIN DO NOT CONSTITUTE A
WAIVER OF ANY OTHER  PROVISION  OR TERM OF THE LOAN

<PAGE>

AGREEMENT NOR ANY RELATED  DOCUMENT OR AGREEMENT,  NOR AN AGREEMENT TO WAIVE ANY
TERM OR CONDITION OF THE LOAN AGREEMENT NOR ANY RELATED DOCUMENT OR AGREEMENT IN
THE FUTURE.

Borrower:                                   Coast:

COMTEL ELECTRONICS                          COAST BUSINESS CREDIT, a division of
                                            Southern Pacific Bank

By:                                         By:
     ---------------------                        ----------------------------
     Lyle Jensen, Chairman                        Karen Sperry, Vice President

Biometric  Technologies,  Corp. Hereby  acknowledges this Fifth Amendment to the
Schedule and hereby  ratifies and affirms its  Continuing  Guaranty  dated as of
December 31, 997 of all amounts and obligations of Borrower.

Biometric Technologies Corp.


By:
     -----------------------
Name:
Title:

Palomar Medical  Technologies,  Inc. and Palomar Electronics  Corporation hereby
acknowledge  this Fifth  Amendment to the Schedule and hereby  ratify and affirm
their  Continuing  Guaranty dated as of December 5, 1996, as amended,  and their
respective  Security  Agreement - Stock  Pledge dated as of December 31, 1997 of
all  obligations and up to the first Two Million Five Hundred  Thousand  Dollars
($2,500,000.00) of Borrower.

Palomar Medical Technologies, Inc.          Palomar Electronics Corporation

By:      /s/ Louis P. Valente               By:      /s/ Louis P. Valente
     -----------------------------                -------------------------
Name:        Louis P. Valente                 Name:      Louis P. Valente
Title:       Chairman and CEO                 Title      Director