EXHIBIT 10.27a
BOST1-636893-2
                   OMEGA ORTHODONTICS INC.
                    3621 Silver Spur Lane
                       Acton, CA 93510
                              
                              
                                               April 2, 1998

Dr. C. Joel Glovsky
44 Grey Lane
Lynnfield, MA 01940

Marshall Sterman, President
The Mayflower Group, Ltd.
393 Commonwealth, MA 02115

Re:      Amendment   to the Amended and Restated  Consulting
   Agreement  dated as of September 4, 1996  among  C.  Joel
   Glovsky,   The   Mayflower   Group,   Ltd.   And    Omega
   Orthodontics, Inc.

Gentlemen:

Reference  is  made  to  that certain Amended  and  Restated
Consulting   Agreement   dated  September   4,   1996   (the
"Agreement")   among  C.  Joel  Glovsky   ("Glovsky"),   The
Mayflower  Group,  Ltd.  ("Mayflower")  and  together   with
Glovsky,  the  consultants")  and  Omega  Orthodontics  Inc.
("Omega').

In  consideration  of  the mutual premises  and  the  mutual
covenants  contained herein and in the  Agreement,  and  for
other  good  and  valuable consideration,  the  receipt  and
sufficiency  of which are hereby acknowledged,  the  parties
hereto agree as follows:

1.   A section 17 amended to read as follows:

17.  CASH  PAYMENTS.   As additional consideration  for  the
   services  rendered  by  each of  the  Consultants,  Omega
   shall make to following cash payments in accordance  with
   the  following schedule to assist each Consultant to meet
   his  or  its tax obligations with respect to the  receipt
   of  the  Glovsky Shares of the Mayflower  Shares  as  the
   case may be:

Date                Amount

January 1, 1998          $67,000
April 2, 1998       $75,000


Upon  payment  of the April 2, 1998 amount set forth  above,
all payments regarding the Agreement shall have been made to
the Consultants and no further payments of any kind shall be
owed  by OMEGA in regards to the Agreement, unless such  are
mutually agreed to in writing between the parties hereto.

Notwithstanding  the foregoing, if, within  three  (3)  year
from   the   date  of  this  document's  execution,   either
Consultant suffers any unforeseen tax expense arising solely
and  directly  out of the Agreement, then  OMEGA  agrees  to
reimburse  such Consultant an amount equal to  the  monetary
sum Consultant is finally assessed.

This agreement constitutes the entire agreement between  the
parties  concerning this subject matter, and  supersede  all
prior  and  contemporaneous agreements, representations  and
understandings of the parties concerning the contents hereof
and  thereof.  No supplement, modification, or amendment  to
this  Agreement shall be binding unless executed in  writing
by  all  of the parties hereto, except as otherwise provided
herein.

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


                              THE MAYFLOWER GROUP, LTD.



                                  /s/ Marshall Sterman
                                  Marshall Sterman
                                  Title: President



                                  /s/ C. Joel Glovsky


                                  OMEGA ORTHODONTICS, INC.


                              By:/s/ Edward Mulherin
                                  Name:  Edward Mulherin
                                  Title: Chief Financial Officer