EXHIBIT 10.27

                                               Addendum Date: September 25, 2000

                                    ADDENDUM


This Addendum is pursuant to Master Lease  Agreement No.  5515000 dated December
11,1997  and  all  Riders  thereto  ("Lease'),  between  LEASING  ASSOCIATES  OF
BARRINGTON, INC. as Lessor, and PHYMED, INC. as Lessee and is a part thereof.

             All   other   terms  and   conditions   of   Paragraph   12(d)
             Miscellaneous  of the  Master  Lease  notwithstanding,  Lessee
             authorizes  Lessor to file Uniform  Commercial  Code financing
             statements  with respect to the Equipment and appoints  Lessor
             as  attorney-in-fact  to sign  such  financing  statements  on
             Lessee's  behalf.  If this  Lease is  deemed at any time to be
             intended as  security,  then Lessee  grants  Lessor a security
             interest  in the  Equipment  and all  proceeds  from its sale,
             lease or disposition.

         Except as otherwise stated above, all other terms and conditions in the
Lease shall remain in full force and effect.

         IN WITNESS WHEREOF,  the parties hereto have caused this Addendum to be
executed as of the day and year first above written.

LESSEE/CO-LESSEE                                        LESSOR

PHYMED, INC.                              LEASING ASSOCIATES OF BARRINGTON, INC.
9603 White Rock Trail, #100               33 West Higgins Road, Suite 1030
Dallas, TX 75238                          South Barrington, IL 60010

George C. Barker                                                     J. W. McCoy
---------------------------                          ---------------------------
Name of Authorized Signer                              Name of Authorized Signer


/s/ George C. Barker                                             /s/ J. W. McCoy
---------------------------                          ---------------------------
Signature                                                              Signature


Chairman, President & CEO                                              President
---------------------------                          ---------------------------
Title                                                                      Title


<PAGE>

                                               Addendum Date: September 25, 2000

                                    ADDENDUM

This Addendum is pursuant to Master Lease  Agreement No. 5728000 dated September
20, 1999,  and all Riders  thereto  (`Lease"),  between  LEASING  ASSOCIATES  OF
BARRINGTON, INC. as Lessor, and PHYMED, INC. as co-Lessee, and PHYMED DIAGNOSTIC
IMAGING CENTER HILLCREST, INC. as co-Lessee ("Lessee") and is a part thereof.

             All   other   terms  and   conditions   of   Paragraph   12(d)
             Miscellaneous  of the  Master  Lease  notwithstanding,  Lessee
             authorizes  Lessor to file Uniform  Commercial  Code financing
             statements  with respect to the Equipment and appoints  Lessor
             as  attorney-in-fact  to sign  such  financing  statements  on
             Lessee's  behalf.  If this  Lease is  deemed at any time to be
             intended as  security,  then Lessee  grants  Lessor a security
             interest  in the  Equipment  and all  proceeds  from its sale,
             lease or disposition.

Except as otherwise  stated above,  all other terms and  conditions in the Lease
shall remain in full force and effect.

         IN WITNESS WHEREOF,  the parties hereto have caused this Addendum to be
executed as of the day and year first above written.

LESSEE                                                 LESSOR

PHYMED, INC., co-Lessee                  LEASING ASSOCIATES OF BARRINGTON, INC.
9603 White Rock Trail, #100              33 West Higgins Road, Suite 1030
Dallas, TX 75238                         South Barrington, IL 60010

George C. Barker                                                     J. W. McCoy
---------------------------                          ---------------------------
Name of Authorized Signer                              Name of Authorized Signer


/s/ George C. Barker                                             /s/ J. W. McCoy
---------------------------                          ---------------------------
Signature                                                              Signature


Chairman President & CEO                                               President
---------------------------                          ---------------------------
Title                                                                      Title

PHYMED DIAGNOSTIC IMAGING
CENTER HILLCREST, INC.
12840 Hillcrest Road, Suite E100
Dallas, TX 75230

George C. Barker
---------------------------
Name of Authorized Signer

/s/ George C. Barker
---------------------------
Signature

President
---------------------------
Title


<PAGE>

                                SCHEDULE "A" TO:


                          GUARANTY OF GEORGE C. BARKER
             OF LEASE OBLIGATIONS OF PHYMED, INC., as co-Lessee, and
        P1-IYMED DIAGNOSTIC IMAGING CENTER HILLCREST, INC., as co-Lessee
       TO LEASING ASSOCIATES OF BARRINGTON, INC., DATED SEPTEMBER 20, 1999



Lease Rider #5728010 dated September 20, 1999:

ONE -    RADMAN  Radiology  Information  System (RIS) 3 Additional User Software
         License, upgrading from 31 to 34 Users; Three (3) Compaq Deskpro EP/350
         desktop   computers;   One  (1)  Lexmark  2390  Label  Printer  w/surge
         suppressor; Two (2) HP Laser Jet 6000 Series w/surge suppressor;  Three
         (3) HP Single Port Jet  Directors;  RADMAN  Software  Maintenance  Plan
         (SMP),  including all attachments and  accessories.  TOTAL LEASE AMOUNT
         $26,664.00

Total rental  obligation  consists of Eighteen (18) payments of $1,590.00  each,
totaling $28,620.00, or as may be adjusted per the Lease Agreement

Addendum  dated  September 25, 2000 to Lease Rider  5728010 dated  September 20,
1999:

Additional Equipment:

Pony (40) Computers  including EPOX MVP3C2 Motherboard  (2/Serial,  1/parallel),
AMD 1(6/2-500 MHZ CPU with Fan, 64 MEG PC-100 SDRAM, Mini Tower at Case with 250
Watt Power Supply;  10 GIG IDE Hard Drive;  1.44 Floppy Drive; 52X CD-ROM Drive;
Sound Card; 8 MEG AGP Video Card; 104 Windows Keyboard; PS/2 Mouse, 3-COM 10/100
Network  Interface  Card  and  Ten  (10)  17" .27 DPI  Monitors,  including  all
attachments and accessories

TOTAL ADDITIONAL EQUIPMENT COST                              $25,990.00

Total rental  obligation  consists of Sixteen (16) payments of $11,319.00  each,
totaling $181,104.00, or as may be adjusted per the Lease Agreement

                                                             /s/ GCB


<PAGE>

                                                                     Page 1 of 2

                                SCHEDULE "A" TO:

                          GUARANTY OF GEORGE C. BARKER
                             OF LEASE OBLIGATIONS OF
                                  PHYMED, INC.
       TO LEASING ASSOCIATES OF BARRINGTON, INC., DATED DECEMBER 11, 1997

Lease Rider #5515010 dated December 11, 1997:

ONE - RADMAN Radiology Information and Image Management System with Hardware and
networking components, including all attachments and accessories.

TOTAL LEASE AMOUNT         $326,937.00

Total rental obligation consists of thirty-six (36) payments of $10,484.00 each,
totaling $377,424.00, or as may be adjusted per the Lease Agreement

Lease Rider #5515020 dated April 16, 1999:

ONE - Telephone System, including all attachments and accessories.

         TOTAL LEASE AMOUNT                                        $41,682.08

Total  rental  obligation  consists  of Sixty (60)  payments  of  $888.00  each,
totaling $53,280.00, or as may be adjusted per the Lease Agreement.

Lease Rider #5515030 dated Apr11 16, 1999:

ONE - Telephone System, including all attachments and accessories.

         TOTAL LEASE AMOUNT                                        $31,204.22

Total  rental  obligation  consists  of Sixty (60)  payments  of  $665.00  each,
totaling $39,900.00, or as may be adjusted per the Lease Agreement.

Lease Supplement #5515011 dated September 17, 1999:

One- RADMAN  Radiology  Information  System  (RIS) 3  Additional  User  Software
License,  upgrading  from 36 to 39 Users;  Three  (3)  Compaq  Deskpro  EP 6/350
desktop  computers;  RADMAN  Software  Maintenance  Plan  (SMP),  including  all
attachments and accessories, as provided by INFOCURE CORPORATION

         TOTAL LEASE AMOUNT                                        $21,910.00

Total rental  obligation  consists of Eighteen (18) payments of $1,306.00  each,
totaling $23,508.00, or as may be adjusted per the Lease Agreement.


<PAGE>

Lease Rider #5515040 dated October 29, 1999:

One-   COMPAQ Proliant 1600/550 Server with dual Wide Ultra SCSI Controller; 32X
CI) Rom Drive;  Smartstart  and Compaq  Insight  Manager;  Intel Pentium 111 MHZ
Processor  Kit,  also  including  3  Year  Limited  Warranty.  Installation  and
configuration  ... and all  attachments  and  accessories,  as  provided  by IT.
Partners

         TOTAL LEASE AMOUNT                                        $32,869.00

Total rental  obligation  consists of Eighteen (18) payments of $1,960.00  each,
totaling $35,280.00, or as may be adjusted per the Lease Agreement.

                                                                  /s/ GCB


<PAGE>

                                                                     Page 2 of 2

                                SCHEDULE "A" TO:
                          GUARANTY OF GEORGE C. BARKER
                             OF LEASE OBLIGATIONS OF
                                  PHYMED, INC.
       TO LEASING ASSOCIATES OF BARRINGTON, INC., DATED DECEMBER 11, 1997


Addendum  dated  September 25, 2000 to Lease Rider  5515010  dated  December 11,
1997;  Supplement 5515011 dated September 17, 1999 and Lease Rider 5515040 dated
October 29, 2999:

Additional Equipment:

Forty (40) Computers  including EPOX MVP3C2  Motherboard  (2/Serial 2 parallel).
AMD 1(6/2-500 MHZ CPU with Fan, 64 MEG PC-100 SDRAM, Mini Tower at Case with 250
Watt Power Supply;  10 GIG IDE Hard Drive;  144 Floppy Drive;  5Th CD-ROM Drive;
Sound Card; 8 MEG AGP Video Card; 104 Windows Keyboard; P5/2 Mouse, 3-COM 10/100
Network  Interface  Card  and  Ten  (10)  17" .27 DPI  Monitors,  including  all
attachments and accessories.

         TOTAL ADDITIONAL EQUIPMENT COST                           $25,990.00

Total rental  obligation  consists of Sixteen (16) payments of $11,319.00  each,
totaling $181,104.00, or as may be adjusted per the Lease Agreement

                                                               /s/ GCB






<PAGE>

                                               Addendum Date: September 25, 2000
                                                                     Page 1 of 2

                                    ADDENDUM

         This Addendum is pursuant to the following multiple  Agreements written
among PHYMED, INC. ("PHYMED"),  PHYMED DIAGNOSTIC IMAGING CENTER HILLCREST, INC.
("HILLCREST") and LEASING ASSOCIATES OF BARRINGTON,  INC. ("LAB"), and is a part
thereof:

Master Lease Agreement No. 5515000 dated December 11, 1997:


Rider No. 5515010 thereto dated December 11, 1997 between PHYMED and LAB

Supplement 5515011 thereto dated September 17, 1999 between PHYMED and LAB

Rider No. 5515040 thereto dated October 29, 1999 between PHYMED and LAB

Master Lease Agreement No. 5728000 dated September 20, 1999:

Rider 5728010 dated September 20, 1999 between PHYMED, HILLCREST and LAB

All the  above  Agreements  are  hereafter  referred  to as  "LEASE".
PHYMED is hereafter referred to as "LESSEE" and "CO-LESSEE"
HILLCREST is hereafter referred to as "CO-LESSEE"
LAB is hereafter referred to as "LESSOR"

LEASE TERM
----------

Original Expiration Date: May 6, 2001
Revised Expiration Date: February 6, 2002

ADDITIONAL EOUIPMENT
--------------------

         Forty (40)  Computers  including  EPOX  MVP3C2  Motherboard  (2/Serial,
1/parallel),  AMD K6/2-500 MHZ CPU with Fan, 64 MEG PC-100 SDRAM,  Mini Tower at
Case with 250 Watt Power Supply;  1Q GIG IDE Hard Drive;  1.44 Floppy Drive; 52X
CD-ROM  Drive;  Sound Card;  8 MEG AGP Video Card;  104 Windows  Keyboard;  P8/2
Mouse,  3-COM 10/100  Network  Interface Card and Ten (10) 17' .27 DPI Monitors,
including all attachments and accessories

Total Additional Equipment Cost ... $25,990.00

LESSEE shall have the option at the expiration of the revised Expiration Date to
purchase all, but not less than all, the Equipment for One Dollar ($1.00),  plus
any applicable taxes.


<PAGE>
                                               Addendum Date: September 25, 2000
                                                                     Page 2 of 2


PAYMENTS OF RENT
----------------

          Original Monthly Rental:  $15,394.00 per month

          Revised Monthly Rental:   $11,319.00 per month,  commencing October 7,
                                    2000 for a period of Sixteen (16) months.


         Except as otherwise stated above, all other terms and conditions in the
LEASE shall remain in full force and effect.

         IN WITNESS WHEREOF,  the parties hereto have caused this Addendum to be
executed as of the day and year first above written.

    LESSEE/CO-LESSE                                      LESSOR

PHYMED, INC., co-Lessee                   LEASING ASSOCIATES OF BARRINGTON, INC.
9603 White Rock Trail, #100               33 West Higgins Road, Suite 1030
Dallas, TX 75238                          South Barrington, IL 60010

George C. Barker                                               J. W. McCoy
---------------------------                    ---------------------------
Name of Authorized Signer                        Name of Authorized Signer


/s/ George C. Barker                                       /s/ J. W. McCoy
---------------------------                    ---------------------------
Signature                                                        Signature


Chairman President & CEO                                         President
---------------------------                    ---------------------------
Title                                                                Title

PHYMED DIAGNOSTIC IMAGING
CENTER HILLCREST, INC.
12840 Hillcrest Road, Suite E100
Dallas, TX 75230

George C. Barker
----------------
Name of Authorized Signer

/s/ George C. Barker
--------------------
Signature

President
---------
Title