EXHIBIT 10.16

                      AMENDMENT TO ASSET PURCHASE AGREEMENT

         THIS AMENDMENT TO ASSET PURCHASE AGREEMENT, effective as of December 1,
1998, by and among PATIENT INFOSYSTEMS ACQUISITION CORP., a Delaware corporation
("Buyer");  PATIENT INFOSYSTEMS,  INC., a Delaware corporation  ("Parent");  and
HEALTHDESK CORPORATION, a California corporation ("Seller").

                                    RECITALS:

         WHEREAS, the parties are parties to an Asset Purchase Agreement,  dated
as of September 29, 1998 (the "Agreement"; capitalized terms used herein and not
otherwise  defined have the meanings  set forth in the  Agreement),  pursuant to
which Seller has agreed to sell to Buyer,  and Buyer has agreed to purchase from
Seller, substantially all of the assets and properties used in the Business;

         WHEREAS,  the  parties  desire to amend  the  Agreement  to extend  the
closing date and termination dates, all as more fully set forth herein.

         NOW, THEREFORE, for good and valuable consideration, the parties hereto
agree as follows:

         1........Article  3 of the Agreement is amended to change the reference
to "November 30, 1998" in the last sentence to "January 31, 1999."

         2........Section 16.2 of the Agreement is amended to change each 
reference to "November 30, 1998" therein to "January 31, 1999."

         3........Except  as specifically  amended by and/or  inconsistent  with
this  Amendment,  all of the terms and conditions of the Agreement  shall remain
unchanged  and in full force and effect and are  hereby  ratified,  adopted  and
confirmed in all  respects.  All  references to the Agreement in any document or
instrument  shall  hereafter  be deemed to refer to the  Agreement as amended by
this Amendment.

         4........This Amendment may be executed in multiple counterparts,  each
of which  shall be deemed an  original,  but all of which taken  together  shall
constitute  one and the same  agreement and shall become  effective  when one or
more counterparts have been executed by each of the parties and delivered to the
others.

         5........This Amendment shall be governed by the laws of the State o
 New York.



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         IN WITNESS WHEREOF,  the parties hereto have executed this Amendment as
of the date and year set forth above.

         .........                                  PATIENT INFOSYSTEMS
         .........                                  ACQUISITION CORP.


         .........                                 By: /s/  Donald A. Carlberg
                                                       -----------------------
         .........                                 Name:  Donald A. Carlberg
         .........                                 Title:   President & CEO


         .........                                 PATIENT INFOSYSTEMS, INC.
 .......                                            By: /s/ Donald A. Carlberg
                                                       ----------------------
         .........                                 Name:  Donald A. Carlberg
         .........                                 Title:  President & CEO

         .........                                 HEALTHDESK CORPORATION

         .........                                 By:  /s/ Joseph R. Dunham II 
                                                      ------------------------
         .........                                 Name:  Joseph R. Dunham II
         .........                                 Title:  Director