EXHIBIT 10.62

AMENDMENT NO. 2 TO  AMENDMENT NO. 1 TOAMENDED AND RESTATED SECURITY AGREEMENT

This Amendment No. 2 to Amendment No. 1 to the Amended and Restated Security Agreement (this "Amendment") is entered into this 10th day of July,
2002, by and among Bionutrics, Inc., a Nevada corporation ("Borrower"), HealthSTAR Holdings, LLC, ("Holdings"), Ropart Investments, LLC, Xiagen Ltd., Ronald H. Lane,
William McCormick, Fred Rentschler, William J. Ritger, HealthSTAR Communications, Inc. ("HCI" and, collectively, with Holdings and the other named parties hereto, excluding the Borrower,
the "Lenders"), and William McCormick, as agent for Lenders ("Agent"). The Lenders excluding HCI are referred to herein as the "Other Lenders."

RECITALS

A.    Borrower,
Lenders, and Agent entered into an Amended and Restated Security Agreement as of October 26, 2001 (the "Amended Security Agreement").

B.    Borrower,
Lenders, and Agent entered into an Amendment No. 1 to Amended and Restated Loan and Stock Pledge Agreement on April 9, 2002.

C.    Borrower,
Lenders, and Agent are entering into Amendment No. 2 to Amendment No. 1 to Amended and Restated Loan and Stock Pledge Agreement as of the date
hereof (as amended, the "Stock Pledge Agreement").

D.    Borrower,
Lenders, and Agent are entering into the Third Amended and Restated Consolidated Multiple Advance Non-Revolving Note (as amended, the "Note", and
with this Amended Security Agreement, as amended by this Amendment, and the Stock Pledge Agreement, the "Loan Documents") as of the date hereof.

D.    Borrower,
Lenders, and Agent wish to amend the Amended Security Agreement as provided for herein.

AGREEMENT

NOW, THEREFORE, the parties, intending to be legally bound, hereby agree as follows:

1.Definitions.



---



2.New Section 9.There shall be added to the Agreement as new Section 22,
the following:



2

---



3.All Other Terms.All other terms of the Amended Security Agreement shall remain in
full force and effect.

4.Counterparts.This Amendment may be executed in any number of counterparts, each of
which will be deemed to be an original as against any party whose signature appears thereon, and all of which will together constitute one and the same instrument.

IN WITNESS WHEREOF,the parties hereto have executed and delivered this Agreement as of the day and year first above written.

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

3

---

| |  | "Lenders"                                                                                      
| |  | -----------------------------------------------------------------------------------------------
| |  | HEALTHSTAR HOLDINGS LLC, as a Lender                                                           
| |  | By:                                                                                            
| |  | Name:                                                                                          
| |  | Title:                                                                                         
| |  | Address of HealthSTAR Holdings LLC:
100 Woodbridge Center Drive, Suite 202
Woodbridge, NJ 07095
| |  | Ronald H. Lane, as a Lender                                                                    
| |  | /s/RONALD H. LANE                                                                              
| |  | Address of Ronald H. Lane:
2425 E. Camelback Road
Suite 650
Phoenix, AZ 85016                  
| |  | 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                   

4

---

| |  | 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                                 
| |  | William J. Ritger, as a Lender                                                                         
| |  | /s/WILLIAM J. RITGER                                                                                   
| |  | Address of William J. Ritger
623 Ocean Ave.
Sea Girt, NJ 08750                                         
| |  | HEALTHSTAR COMMUNICATIONS, INC., as a Lender                                                           
| |  | By:                                                                                                    
| |  | Name:                                                                                                  
| |  | Title:                                                                                                 
| |  | Address of HealthSTAR Communications, Inc.:
100 Woodbridge Center Drive, Suite 202
Woodbridge, NJ 07095

5

---

QuickLinks