EXHIBIT 10.60

THIRD AMENDED AND RESTATED CONSOLIDATED  MULTIPLE ADVANCE NON-REVOLVING NOTE

FOR VALUE RECEIVED,Bionutrics, Inc., a Nevada corporation ("Borrower"), hereby promises to pay to the order of William McCormick,
as agent ("Agent"), for the ratable, or as otherwise agreed upon herein, benefit of HealthSTAR Holdings, LLC ("Holdings"), Ropart Investments, LLC, Xiagen Ltd., Ronald H.
Lane, William McCormick, Fred Rentschler, William J. Ritger, Healthstar Communications, Inc. ("HCI"), and any other party who signs this Note as a lender (Holdings, HCI and the other
lenders are collectively referred to herein as the "Lenders" and the Lenders excluding HCI are referred to herein as the "Other Lenders"), at the office of Agent located at c/o Inverness, 660
Steamboat Road, Greenwich, Connecticut 06830 or at such other place as Agent may designate, on June 1, 2002, or earlier as required herein (the "Maturity Date"), the sum of One Million Five
Hundred Sixty Thousand Dollars ($1,560,000) or such lesser sum as from time to time shall be outstanding hereunder, as reflected in the books and records of Agent, such sum to include the Accreted
Interest (defined below), and, to the extent applicable, shall pay the Default Interest Rate specified below, in accordance with the following terms and conditions:

1.Background.



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2.Contracted For Rate of Interest.The contracted for rate of interest of the
indebtedness evidenced hereby, without limitation, shall consist of the following:



Borrower
agrees to pay an effective contracted for rate of interest which is the sum of the Accreted Interest referred to insubsection 2(a)above, plus any additional rate of interest resulting from the
application of the Default Interest Rate referred to insubsection 2(b)above, and the Additional Sums, if any, referred to insubsection 2(c)above.

3.Default Interest Rate.The Default Interest Rate shall be a per annum rate equal to
25% of the unpaid principal balance. The principal balance outstanding hereunder from time to time shall bear interest at the Default Interest Rate from the date of the occurrence of an Event of
Default (as hereinafter defined) until the earlier of: (a) the date on which the principal balance outstanding hereunder, together with all Accreted Interest and other amounts payable
hereunder, are paid in full; or (b) the date on which such Event of Default is timely cured in a manner satisfactory to Agent. The Default Interest Rate shall be payable on the fifth (5th) day
of each month.

4.Principal Balance.The principal balance outstanding hereunder at any time shall be
the total amount of advances made hereunder by Lenders less the total amount of payments of principal hereon as reflected in the books and records of Agent with respect to the indebtedness evidenced
hereby.

5.Aggregate of Advances.Borrower and Lenders contemplate a series of discretionary
advances from time to time hereunder, even if the principal balance outstanding hereunder has previously been reduced to zero; provided, however, such advances in the aggregate shall not exceed the
principal amount first set forth above. Lenders shall at their discretion make any advance requested by Borrower in accordance with this Note as long as no Event of Default exists on the date of such
request. Such advances shall be on a nonrevolving basis and any reduction in the principal balance outstanding hereunder shall not entitle Borrower to any additional advance to the extent such
additional advance in the aggregate with all prior advances hereunder would exceed the principal amount first set forth above.

6.Requests for Advances and Disbursement of Advances.When Borrower desires an advance
under the Loan, Borrower shall make a written request to Agent for such an advance. Such request shall specify the amount of the advance and the date of disbursement. Agent shall immediately
communicate Borrower's request to each of the Lenders and Lenders shall at their discretion make available to the Agent the appropriate amount of funds to satisfy the disbursement request of Borrower.
Agent shall remit the appropriate amounts to Borrower on the date requested by Borrower. Lenders shall agree among themselves as to the amount to be advanced by each.

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7.Payment.This Note shall be payable in full on the earlier of
(i) January 10, 2003; (ii) the funding of any loan or loans in cumulative amounts in excess of one million dollars; or (iii) the issuance by the Borrower of any
common stock or preferred stock in cumulative amounts in excess of one million dollars (iv) the consummation of any corporate transaction including, but not limited to, the sale of any
assets, or the sale of the assets or stock of its subsidiary, InCon Technologies, Inc. for an amount equal to at least two million dollars. Payments received by Agent with respect to the
indebtedness evidenced hereby shall be applied in such order and manner as Agent in his sole and absolute discretion may elect. Payments hereunder shall be made at the address for Agent first set
forth above, or at such other address as Agent may specify to Borrower in writing.

8.Prepayments.Payments may be made at any time, or from time to time, in whole or in
part, without penalty, together with all previously matured Accreted Interest and other charges accrued to the date of prepayment. Notwithstanding any prepayment hereof: (a) there will be no
change in the due date or amount of scheduled payments due hereunder unless Lenders unanimously agree in writing to such change; and (b) Borrower's obligations hereunder shall continue in
effect and this Note shall remain outstanding, unless and until (i) the principal balance outstanding hereunder, together with all Accreted Interest and other amounts payable hereunder or in
any of the Loan Documents, are paid in full, and (ii) thereafter, upon Borrower's request, Agent delivers to Borrower the original executed copy of this Note marked "cancelled."

9.Events of Default; Acceleration.The occurrence of any one or more of the following
events shall constitute an "Event of Default" hereunder, and upon such Event of Default, the entire principal balance outstanding hereunder, together with all Accreted Interest and other amounts
payable hereunder, at the election of Agent, shall become immediately due and payable, without any notice to Borrower:



10.Additional Sums.All fees, charges, goods, things in action or any other sums or
things of value, other than the interest resulting from the Accreted Interest and the Default Interest Rate, as applicable, paid or payable by Borrower (collectively, the "Additional Sums"), whether
pursuant to this Note, the Loan Documents or any other document or instrument in any way pertaining to this lending transaction, or otherwise with respect to this lending transaction, that, under the
laws of the State of Arizona, may be deemed to be interest with respect to this lending transaction, for the purpose of any laws of the State of Arizona that may limit the maximum amount of interest
to be charged with respect to this lending transaction, shall be payable by Borrower as, and shall be deemed to be, additional interest, and for such purposes only, the agreed upon and "contracted for
rate of interest" of this lending transaction shall be deemed to be increased by the rate of interest resulting from the Additional Sums. Borrower understands and believes that this lending
transaction complies with the usury laws of the State of Arizona; however, if any interest or other charges in connection with this lending transaction are ever determined to exceed the maximum amount
permitted by law, then

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Borrower agrees that: (a) the amount of interest or charges payable pursuant to this lending transaction shall be reduced to the maximum amount permitted by law; and (b) any excess
amount previously collected from Borrower in connection with this lending transaction that exceeded the maximum amount permitted by law, will be credited against the principal balance then outstanding
hereunder. If the outstanding principal balance hereunder has been paid in full, the excess amount paid will be refunded to Borrower.

11.Conversion of Note.



12.Subordination.Notwithstanding any other provision herein to the contrary, the
Borrower, Lenders and Agent agree as follows:



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13.No Other Liens.Borrower represents and warrants that it shall not grant, nor
attempt to grant, any lien, security interest, encumbrance, charge, claim, right or other interest or arrangement which is superior in priority or has greater rights or remedies than the Loan. Should
the Borrower borrow any loan or advance after the date hereof from any party (other than from one or more of the Lenders), Borrower shall provide the Lenders, in form satisfactory to the Agent and
HCI, with a written subordination agreement executed by any subsequent lender, which shall expressly subordinate any future loan or advance to the Loan.

14.Waivers.Except as set forth in this Note or the Loan Documents, to the extent
permitted by applicable law, Borrower, and each person who is or may become liable hereunder, severally waive and agree not to assert: (a) any homestead or exemption rights; (b) demand,
diligence, grace, presentment for payment, protest, notice of nonpayment, nonperformance, extension, dishonor, maturity, protest and default; and (c) recourse to guaranty or suretyship defenses
(including, without limitation, the right to require Lenders to bring an action on this Note). Lenders may, if they unanimously agree, extend the time for payment of or renew this Note, release
collateral as security for the indebtedness evidenced hereby, or release any party from liability hereunder, and any such extension, renewal, release or other indulgence shall not alter or diminish
the liability of Borrower or any other person or entity who is or may become liable on this Note except to the extent expressly set forth in a writing evidencing or constituting such extension,
renewal, release or other indulgence.

15.Collection Costs and Expenses.Borrower agrees to pay all costs of collection,
including, without limitation, attorneys' fees, whether or not suit is filed, and all costs of suit and preparation for suit (whether at trial or appellate level), in the event any payment of
principal, interest or other amount under the Loan is not paid when due, or in the event it becomes necessary to protect the Pledged Collateral (as defined in the Loan Agreement), or to exercise any
other right or remedy under this Note, the Loan Agreement or in the Loan Documents, or in the event Agent or Lenders are made parties to any litigation because of the existence of this Note, the Loan
Agreement or the other Loan Documents or if at any time Lenders should incur any attorneys' fees in any proceeding under any federal bankruptcy law (or any similar state or federal law) in connection
with this Note, the Loan Agreement or the other Loan Documents. In the event of any court proceeding, attorneys' fees shall be set by the court and not by the jury and shall be included in any
judgment obtained by Agent or Lenders, as applicable.

16.No Waiver by Lenders.No delay or failure of Lenders in exercising any right
hereunder shall affect such right, nor shall any single or partial exercise of any right preclude further exercise thereof.

17.Governing Law.This Note shall be governed by and construed and interpreted in
accordance with the laws of the State of Arizona, notwithstanding any Arizona or other conflict-of-laws provision to the contrary.

18.Jurisdiction and Venue.Borrower, Agent, and Lenders hereby expressly agree that in
the event any actions or other legal proceedings are initiated by or against Borrower, Agent or Lenders involving any alleged breach or failure by any party to pay, perform or observe any sums,
obligations or covenants to be paid, performed or observed by it under this Note, the Loan Agreement or the other Loan Documents, or involving any other claims or allegations arising out of the
transactions evidenced or contemplated by this Note, the Loan Agreement or the other Loan Documents, regardless of whether such actions or proceedings shall be for damages, specific performance or
declaratory relief or otherwise, such actions shall be brought in Maricopa County, Arizona, or Middlesex County, New Jersey and Borrower, Agent, and Lenders hereby submit to the jurisdiction of the
State of Arizona or New Jersey for such purposes and agree that the venue of such actions or proceedings shall properly lie in Maricopa County, Arizona or Middlesex County, New Jersey

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19.Amendments.No amendment, modification, change, waiver, release or discharge hereof
and hereunder shall be effective unless evidenced by an instrument in writing and signed by the party against whom enforcement is sought.

20.Provisions Severable.The provisions of this Note are independent of and severable
from each other, and no provision shall be affected or rendered invalid or unenforceable by virtue of the fact that for any reason any other or others of them may be invalid or unenforceable in whole
or in part. Further, if a court of competent jurisdiction determines that any provision of this Note is invalid or unenforceable as written, the court may interpret, construe, rewrite or revise such
provision, to the fullest extent allowed by law, so as to make it valid and enforceable consistent with the intent of the parties.

21.Binding Nature.The provisions of this Note shall be binding upon Borrower and the
heirs, personal representatives, successors and assigns of Borrower, and shall inure to the benefit of Lenders and any subsequent holder of all or any portion of this Note, and their respective
successors and assigns.

22.Notice.Any notice or other communication with respect to this Note shall:
(a) be in writing; (b) be effective on the day of hand-delivery thereof to the party to whom directed, one day following the day of deposit thereof with delivery charges
prepaid with a national overnight delivery service, or two days following the day of deposit thereof with postage prepaid with the United States Postal Service, by regular first class, certified or
registered mail; (c) if directed to Agent, be addressed to Agent at the address of Agent first set forth above or to such other address as Agent shall have specified by like notice;
(d) if directed to Borrower, be addressed to Borrower at the address for Borrower set forth below Borrower's name, or to such other address as Borrower shall have specified by like notice; and
(e) if directed to one of Lenders, be addressed to Lender at the address for that Lender set forth below Lender's name, or to such other address as Lender shall have specified by like notice.

23.Section Headings.The section headings set forth in this Note are for convenience
only and shall not have substantive meaning hereunder or be deemed part of this Note.

24.Construction.This Note shall be construed as a whole in accordance with its fair
meaning and without regard to or taking into account any presumption or other rule of law requiring construction against the party preparing this Note.

IN WITNESS WHEREOF,Borrower has executed this Note as of the 10th day of July, 2002.

| |  | "Borrower"                                                                                          
| |  | ----------------------------------------------------------------------------------------------------
| |  | BIONUTRICS, INC., a Nevada corporation                                                              
| |  | By:                                                                                                 
| |  | Name:                                                                                               
| |  | Title:                                                                                              
| |  | Address of Borrower:
2425 East Camelback Road, Suite 650
Phoenix, AZ 85016
Attention: Ronald H. Lane

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| |  | "Agent"                                                               
| |  | ----------------------------------------------------------------------
| |  | William McCormick                                                     
| |  | /s/WILLIAM MCCORMICK                                                  
| |  | Address of Agent:
c/o Inverness
660 Steamboat Road
Greenwich, CT 06830

ACKNOWLEDGEMENT OF LENDERS

The Lenders hereby agree to be bound by the terms of this Note.

| |  | "Lenders"                                                                                      
| |  | -----------------------------------------------------------------------------------------------
| |  | HEALTHSTAR HOLDINGS LLC, as a Lender                                                           
| |  | By:                                                                                            
| |  | Name:                                                                                          
| |  | Title:                                                                                         
| |  | Address of HealthSTAR Holdings LLC:
100 Woodbridge Center Drive, Suite 202
Woodbridge, NJ 07095
| |  | William McCormick, as a Lender                                                                 
| |  | /s/WILLIAM MCCORMICK                                                                           
| |  | Address of William McCormick:
c/o Inverness
660 Steamboat Road
Greenwich, CT 06830             
| |  | Xiagen Ltd., as a Lender                                                                       
| |  | By:                                                                                            
| |  | Name:                                                                                          
| |  | Title:                                                                                         
| |  | Address of Xiagen Ltd.:
c/o Inverness
660 Steamboat Road
Greenwich, CT 06830                   

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| |  | Ropart Investments, LLC, as a Lender                                                                   
| |  | -------------------------------------------------------------------------------------------------------
| |  | By:                                                                                                    
| |  | Name:                                                                                                  
| |  | Title:                                                                                                 
| |  | Address of Ropart Investments LLC:
One East Weaver Street
Greenwich, CT 06831                          
| |  | Frederick B. Rentschler, as a Lender                                                                   
| |  | /s/FREDERICK B. RENTSCHLER                                                                             
| |  | Address of Frederick B. Rentschler:
P.O. Box 4710
Cave Creek, AZ 85327                                 
| |  | Ronald H. Lane, as a Lender                                                                            
| |  | /s/RONALD H. LANE                                                                                      
| |  | Address of Ronald H. Lane:
2425 East Camelback Road
Suite 650
Phoenix, AZ 85016                        
| |  | William J. Ritger, as a Lender                                                                         
| |  | /s/WILLIAM J. RITGER                                                                                   
| |  | Address of William J. Ritger
623 Ocean Ave.
Sea Girt, NJ 07650                                         
| |  | HEALTHSTAR COMMUNICATIONS, INC, as a Lender                                                            
| |  | By:                                                                                                    
| |  | Name:                                                                                                  
| |  | Title:                                                                                                 
| |  | Address of HealthSTAR Communications, Inc.:
100 Woodbridge Center Drive, Suite 202
Woodbridge, NJ 07095

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