THIRD AMENDMENT TO TERM LOAN AGREEMENT

     This Third  Amendment to Term Loan Agreement (the  "Amendment") is made and
entered  into as of October  31, 1999 by and among  SANWA BANK  CALIFORNIA  (the
"Bank") on the one hand and  MICHAEL D.  FARNEY (the  "Borrower")  and  MIRAVANT
MEDICAL  TECHNOLOGIES  (the  "Guarantor")  on the other hand with respect to the
following:

                                    RECITALS

     A.  This  Amendment  shall be deemed  to be a part of and  subject  to that
certain Term Loan  Agreement  between Bank and Borrower dated as of February 17,
1998 as it may have been or may be amended from time to time  (collectively  the
"Agreement").  Unless otherwise defined herein, all terms used in this Amendment
shall have the same meanings as in the Agreement.  To the extent that any of the
terms or  provisions  of this  Amendment  conflict  with those  contained in the
Agreement, the terms and provisions contained herein shall control.

     B. The Agreement has a maturity date of October 31, 1999.  The Borrower and
the  Guarantor  have  requested  that the Bank extend the  maturity  date of the
Agreement,  which the Bank is  willing  to  consent  and agree to subject to the
terms and conditions of this Amendment.

     NOW, THEREFORE, for valuable consideration, the Borrower, the Guarantor and
the Bank agree as follows:

                                    AGREEMENT

     1.  Incorporation  of Recitals.  The  foregoing  recitals are  incorporated
herein by this  reference,  and the parties  agree that each of such recitals is
true and correct in all material respects.

     2.  Acknowledgment  of  Indebtedness.  As of the date of  execution of this
Amendment,  Borrower and Guarantor  acknowledge  and agree that the  outstanding
principal amount of Obligations under the Agreement is  $7,593,027.50,  together
with any accrued and unpaid  interest.  Borrower and Guarantor  acknowledge  and
agree that each of them has no valid defense, setoff or counterclaim which would
in any way alter,  reduce or  extinguish  its  respective  obligation to Bank to
repay the Obligations.

     3.  Payment  of  Interest.   Interest  shall  continue  to  accrue  on  the
outstanding  principal  balance  of the Term Loan at a rate  equal to the Bank's
Reference  Rate as it may change  from time to time  minus  .50% per annum.  The
Borrower hereby promises and agrees to pay to the Bank interest quarterly on the
first day of each  quarter,  in other words on February 1, 2000, on May 1, 2000,
and on August 1, 2000 and on the maturity date of October 31, 2000.

     4.  Maturity  Date.  The date of "October  31,  1999" is hereby  deleted in
Section  2.02 D of the  Agreement.  The date of  "October  31,  2000" is  hereby
substituted  in its place as the maturity  date of the Term Loan,  on which date
the  aggregate  unpaid  principal  balance then  outstanding,  together with all
accrued and unpaid  interest  thereon,  is due and payable  unless sooner due in
accordance with the terms of the Agreement.

     5. Release of Security  Interest.  Bank is presently  holding as collateral
for the payment and performance of Borrower's  Obligations 405,000 shares of the
common stock of Guarantor,  formerly known as PDT, Inc., in the name of Borrower
as  record  holder.  The  security  interest  in such  shares of stock is hereby
terminated  and  released,  and Section III  "Collateral"  of the  Agreement  is
deleted in its entirety.  All  references to  "Collateral"  in the Agreement are
hereby deleted,  including without limitation,  Sections 6.01, 6.03, 6.07, 7.08,
8.04, 8.05 and 9.02 in their entirety The Special Power of Attorney  executed by
Borrower in favor of Bank shall be of no further  force and effect.  Pursuant to
Borrower's agreement with Guarantor and with the consent of Guarantor,  Borrower
hereby  authorizes and directs Bank to deliver the foregoing  shares of stock to
Salomon Smith Barney, Inc. Nothing contained herein is intended to, or should it
be construed as, amending, invalidating, impairing or otherwise affecting in any
manner the security  interest  granted by Guarantor in favor of Bank pursuant to
its Security  Agreement to secure payment and performance  under its Guaranty of
Borrower.

     6.  Conditions  Precedent.  The obligations of Bank in connection with this
Amendment are subject to the conditions precedent that:

     (a)  This Amendment has been executed by Borrower and Guarantor;

     (b)  Concurrently with the execution of this Amendment,  payment to Bank in
          immediately  available funds of an extension fee of $37,965.00,  which
          amount is equal to 0.5% of the  outstanding  principal  balance of the
          Term Loan.  Such fee shall be deemed  fully  earned  upon  payment and
          shall not be refunded in the event Borrower  repays its Obligations to
          Bank before the maturity date of the Agreement;

     (c)  Concurrently with the execution of this Amendment,  payment to Bank in
          immediately  available funds of all accrued and unpaid interest on the
          Term Loan through and including October 31, 1999; and

     (d)  Delivery  to  Bank of an  opinion  of  counsel  in  form  and  content
          satisfactory to Bank from Nida & Maloney,  counsel to Guarantor, as to
          such matters as are required by Bank.

     7. Release.

     (a)  FOR GOOD AND VALUABLE  CONSIDERATION,  Borrower and  Guarantor do each
          hereby forever relieve, release, and discharge Bank and its present or
          former  employees,   officers,  directors,  agents,   representatives,
          attorneys,  and  each  of  them,  from  any  and  all  claims,  debts,
          liabilities,  demands, obligations,  promises, acts, agreements, costs
          and  expenses,  actions  and causes of action,  of every  type,  kind,
          nature, description or character whatsoever, whether known or unknown,
          suspected or unsuspected, absolute or contingent, arising out of or in
          any   manner   whatsoever   connected   with  or   related  to  facts,
          circumstances,  issues,  controversies  or claims  existing or arising
          from the beginning of time through and including the date of execution
          of this Amendment (collectively  "Released Claims").  Without limiting
          the  foregoing,   the  Released  Claims  shall  include  any  and  all
          liabilities  or  claims  arising  out of or in any  manner  whatsoever
          connected  with or related to (i) the  Agreement,  (ii) the  Guaranty,
          (iii) any instruments,  agreements or documents executed in connection
          with  any of the  foregoing  or  (iv)  the  origination,  negotiation,
          administration, servicing and/or enforcement of any of the foregoing.

     (b)  In  furtherance  of this  release,  Borrower and  Guarantor  expressly
          acknowledge  and waive any and all rights  under  Section  1542 of the
          California Civil Code, which provides as follows:

               "A general  release  does not extend to claims which the creditor
               does not  know or  expect  to  exist in his  favor at the time of
               executing the release, which if known by him must have materially
               affected his settlement with the debtor."

     (c)  By entering into this release,  Borrower and Guarantor  recognize that
          no facts or  representations  are ever  absolutely  certain and it may
          hereafter  discover facts in addition to or different from those which
          it  presently  knows  or  believes  to be  true,  but  that  it is the
          intention hereby to fully,  finally and forever settle and release all
          matters,  disputes  and  differences,  known or unknown,  suspected or
          unsuspected;  accordingly,  if any party should subsequently  discover
          that any fact that it relied  upon in entering  into this  release was
          untrue, or that any understanding of the facts was incorrect, Borrower
          and  Guarantor  shall not be  entitled  to set aside  this  release by
          reason  thereof,  regardless of any claim of mistake of fact or law or
          any other circumstances whatsoever.

     (d)  This release may be pleaded as a full and complete defense and/or as a
          cross-complaint  or  counterclaim  against any action,  suit, or other
          proceeding  that may be instituted,  prosecuted or attempted in breach
          of this release.  Borrower and Guarantor  acknowledge that the release
          contained  herein  constitutes a material  inducement to Bank to enter
          into  this  Amendment  and that  Bank  would  not have done so but for
          Bank's  expectation  that such release is valid and enforceable in all
          events.

     8. Integration.  This Amendment  constitutes the complete  agreement of the
parties with respect to the subject  matters  referred to herein and  supersedes
all prior or  contemporaneous  negotiations,  conversations or writings of every
kind or nature whatsoever with respect thereto,  all of which have become merged
and finally  integrated  into this  Amendment  and,  to the extent not  included
herein, are hereby released, waived and relinquished.

     9.  Incorporation  into Agreement.  On and after the effective date of this
Amendment,  each  reference in the Agreement to "this  Agreement",  "hereunder",
"hereof", "herein" or words of like import referring to the Agreement shall mean
and be referenced to the Agreement as amended by this Amendment.  This Amendment
may be modified or amended only by written agreement duly executed by all of the
parties.

     10. No Waiver.  The execution,  delivery and  performance of this Amendment
shall not,  except as  expressly  provided  herein,  constitute  a waiver of any
provision  of, or operate as a waiver of any right,  power or remedy of the Bank
under the Agreement.

     11.  Confirmation  of Other Terms and  Conditions of  Agreement.  Except as
specifically  provided  in this  Amendment,  all  other  terms,  conditions  and
covenants of the Agreement  which are unaffected by this Amendment  shall remain
unchanged and shall continue in full force and effect.  The Agreement as amended
is a legal,  valid and binding  obligation  of the  Borrower,  and the  Borrower
hereby  covenants  and agrees to perform and observe  all terms,  covenants  and
agreements provided for in the Agreement, as hereby amended.

     12.  Reaffirmation  of Guaranty and Security  Agreement.  Guarantor  hereby
acknowledges and agrees that its Guaranty together with the Addendum thereto and
its Security Agreement continue in full force and effect and are valid,  legally
binding  obligations of and  enforceable  against  Guarantor in accordance  with
their terms.  Guarantor  hereby  restates  and  reaffirms as of the date of this
Amendment  each and every  agreement,  representation,  warranty  and waiver set
forth in such Guaranty, Addendum and Security Agreement.

     13.  Construction.  The titles of the sections herein appear as a matter of
convenience  and reference  only and shall not affect the  construction  hereof.
This Amendment constitutes the product of the negotiation of the parties hereto,
and in the enforcement  thereof shall be interpreted in a neutral manner and not
more   strongly  for  or  against  any  party  based  upon  the  source  of  the
draftsmanship hereof.

     14.  Execution in Counterpart.  This Amendment may be executed by facsimile
signature and in any number of counterparts, each of which, when so executed and
delivered,  shall be an original, and all of which together shall constitute one
and the same  agreement.  This Amendment shall not be binding on any party until
all parties have executed it.

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     15.   ACKNOWLEDGEMENTS.   EACH  PARTY   EXECUTING  THIS  AMENDMENT   HEREBY
ACKNOWLEDGES  THAT (A) SUCH PARTY HAS  RECEIVED  OR HAS HAD THE  OPPORTUNITY  TO
RECEIVE  INDEPENDENT  LEGAL ADVICE FROM  ATTORNEYS OF ITS CHOICE WITH RESPECT TO
THE  NEGOTIATION  AND  EXECUTION  OF  THIS  AMENDMENT;   (B)  SUCH  PARTY  FULLY
UNDERSTANDS  THE  SIGNIFICANCE  AND  CONSEQUENCE  OF EACH  AND  EVERY  TERM  AND
CONDITION OF THIS AMENDMENT AND HAS MADE AN INDEPENDENT  AND VOLUNTARY  DECISION
TO ENTER INTO THIS  AMENDMENT;  (C) AND IN THE EVENT LEGAL  COUNSEL HAS NOT BEEN
CONSULTED,  SUCH PARTY HAS KNOWINGLY AND VOLUNTARILY WAIVED THE RIGHT TO CONSULT
WITH INDEPENDENT LEGAL COUNSEL.

     IN WITNESS WHEREOF,  this Amendment has been executed by the parties hereto
as of the date first hereinabove written.

SANWA BANK CALIFORNIA ("Bank")



By:  /s/ David G. Kronen                           /s/ Michael D. Farney
     -------------------                          ---------------------------
      David G. Kronen, VP & Business              MICHAEL D. FARNEY ("Borrower")
      Banking Officer

                                                  MIRAVANT MEDICAL TECHNOLOGIES
                                                  ("Guarantor")



                                                   By:  /s/ Gary S. Kledzik
                                                   ------------------------
                                                   Gary S. Kledzik,
                                                   Chief Executive Officer