EXHIBIT 10.1

                             AMENDMENT NO. 1 TO THE
                     PATENT AND TECHNOLOGY LICENSE AGREEMENT

This AMENDMENT NO. 1, effective this 24th day of September, 2008 ("AMENDMENT NO.
1 EFFECTIVE  DATE"),  to the Exclusive Patent and Technology  License  Agreement
between the PARTIES dated February 17, 2005 ("ORIGINAL LICENSE"), is made by and
between  the  BOARD OF  REGENTS  ("BOARD")  of THE  UNIVERSITY  OF TEXAS  SYSTEM
("SYSTEM"),  an  agency of the State of  Texas,  whose  address  is 201 West 7th
Street, Austin, Texas 78701, on behalf of THE UNIVERSITY OF TEXAS M. D. ANDERSON
CANCER CENTER ("UTMDACC"), a component institution of SYSTEM, and XPENTION, INC.
("XPENSION")  a  Colorado  corporation,  having a  principal  place of  business
located at 10965 Elizabeth Drive,  Conifer,  Colorado 80433.  BOARD and LICENSEE
may be referred to hereafter collectively as the "PARTIES."

                                    RECITALS

BOARD and LICENSEE desire to amend the ORIGINAL LICENSE.

NOW,  THEREFORE,  in consideration of the mutual covenants contained herein, the
sufficiency  of which is hereby  acknowledged,  the PARTIES  hereby agree to the
following:

                                  AMENDED TERMS

1.   In order to correct a typographic  error in LICENSEE's name,  paragraph one
     of the  ORIGINAL  LICENSE,  line 6, is deleted in its entirety and replaced
     with the following:

              "...SYSTEM,   and   Xpention,   Inc,   ("XPENTION"),   a  Colorado
              corporation having a principal place of business located..."

2.   The period at the end of Section 4.1(e) is replaced with "; and".  In addi-
     tion, new Section 4.1(f) is added to the ORIGINAL LICENSE as follows:

              "A nonrefundable AMENDMENT NO. 1 documentation fee in the amount
              of US$25,000.00, due and payable within thirty (30) calendar days
              after AMENDMENT NO. 1 has been fully executed by all PARTIES and
              LICENSEE has received an invoice for the amount from UTMDACC; and"

3.   New Section 4.1(g) is added to the ORIGINAL LICENSE as follows:

              "An  Annual  Maintenance  Fee due and  payable  (without  invoice)
              within  thirty  (30)  calendar  days of the first  anniversary  of
              AMENDMENT  NO. 1 EFFECTIVE  DATE,  and within thirty (30) calendar
              days  of  every   anniversary  of  the  EFFECTIVE  DATE  occurring

                                        1

<PAGE>

              thereafter up through and including the anniversary  following the
              first SALE as follows:

                    (i) First anniversary of the AMENDMENT NO 1. EFFECTIVE DATE:
                    US$25,000.00  due and payable  within  thirty (30)  calendar
                    days of the first anniversary of the EFFECTIVE DATE; and

                    (ii) Second and each subsequent anniversary of the AMENDMENT
                    NO 1. EFFECTIVE  DATE: The amount of the Annual Fee due will
                    increase  twenty-five  thousand dollars  (US$25,000.00)  per
                    year from the previous  year's  payment  (e.g.  US$50,000.00
                    shall be due and payable within thirty (30) calendar days of
                    the second  anniversary  of the  AMENDMENT  NO 1.  EFFECTIVE
                    DATE:  US$75,000.00  shall be due and payable  within thirty
                    (30) calendar days of the third anniversary of the AMENDMENT
                    NO. 1 EFFECTIVE DATE, and so on).

              In the event  that there is less than a twelve  (12) month  period
              between the  anniversary  of AMENDMENT NO. 1 EFFECTIVE  DATE which
              immediately  precedes  the  first  SALE and the first  SALE,  then
              LICENSEE   shall  pay  UTMDACCC  the  following  pro  rata  Annual
              Maintenance   Fee  within   thirty  (30)   calendar  days  of  the
              anniversary  of the AMENDMENT  NO. 1 EFFECTIVE  DATE which follows
              the first SALE: (1) the Annual  Maintenance  Fee due for that year
              multiplied by the fraction,  A/C,  where A is the number of months
              between the  anniversary  of the  AMENDMENT  NO. 1 EFFECTIVE  DATE
              preceding  the first  SALE,  and the first  SALE,  and C is twelve
              (12)."

4.   Section 13.3 of   the ORIGINAL LICENSE  is   deleted  in  its  entirety and
     replaced with the following:

              "Any time after two (2) years from the  AMENDMENT  NO. 1 EFFECTIVE
              DATE,  BOARD or UTMDACC have the right to terminate  the AGREEMENT
              in  any  national  political   jurisdiction  within  the  LICENSED
              TERRITORY  if  LICENSEE  fails  to  either:  (1)  make a SALE of a
              LICENSED PRODUCT for veterinary  diagnostic use; or (2) enter into
              a STRATEGIC ALLIANCE for veterinary diagnostic use."

5.   Section 13.4 of  the  ORIGINAL  LICENSE  is  deleted  in  its  entirety and
     replaced with the following:

              "Any time after three (3) years from the AMENDMENT NO. 1 EFFECTIVE
              DATE,  BOARD or UTMDACC have the right to terminate  the AGREEMENT
              in  any  national  political   jurisdiction  within  the  LICENSED
              TERRITORY  if  LICENSEE  fails to either:  (1)  obtain  regulatory
              approval of

                                        2

<PAGE>


              a Biological  License  Application for human diagnostic use in the
              U.S.  or an  equivalent  foreign  filing  in  any  other  national
              political  jurisdiction for a LICENSED PRODUCT; (2) make a SALE of
              a LICENSED  PRODUCT for human  diagnostic use; or (3) enter into a
              STRATEGIC ALLIANCE for human diagnostic use."

6.   The PARTIES  acknowledge and agree that, except as set forth in this AMEND-
     MENT NO. 1 the terms and conditions of the ORIGINAL LICENSE shall remain in
     full force and effect.

IN WITNESS  WHEREOF,  the  PARTIES  hereto  have  caused  their duly  authorized
representatives to execute this AMENDMENT NO. 1.

BOARD OF REGENTS OF THE                         XPENTION
UNIVERSITY OF TEXAS SYSTEM

By _________________________________            By _________________________
     John Mendelsohn, M.D.                      Name: David M. Kittrell
     President                                  Title: President
     The University of Texas
     M.D. Anderson Cancer Center

Date: ________________________                  Date: __________________________

THE UNIVERSITY OF TEXAS
M. D. ANDERSON CANCER CENTER

By _________________________________
     Leon Leach
     Executive Vice President                   Approved as to form
     The University of Texas
     M. D. Anderson Cancer Center               _________
                                                NW/LS
Date: ________________________

Approved as to Content:                         Reviewed and Approved by
                                                UTMDACC Legal Services for
By _________________________________            UTMDACC Signature:
     Christopher C. Capelli, M.D.
     Vice President, Technology Based Ventures  ____________________________
     Office of Technology Commercialization
     M. D. Anderson Cancer Center

Date: ________________________


By _________________________________



                                        3