Exhibit 10.3

                               SECURITY AGREEMENT

     This SECURITY AGREEMENT (this "AGREEMENT") is dated as of December 5, 2001,
by and between Gum Tech International, Inc., a Utah corporation ("GUM TECH") and
Zensano,  Inc., a California corporation  ("ZENSANO").  Gum Tech and Zensano are
sometimes referred to herein collectively as the "PARTIES" and each individually
as a "PARTY".  Capitalized  terms used in this  Agreement that are not expressly
defined  herein  have the  respective  meanings  given  to them in the  Purchase
Agreement (as defined below).

                                   BACKGROUND

     Gum Tech, Zensano and Zensano's parent company,  Zengen, Inc., a California
corporation  ("ZENGEN") are parties to that certain Purchase  Agreement dated as
of December 5, 2001 (the  "PURCHASE  AGREEMENT")  pursuant to which  Zensano has
sold to Gum Tech, and Gum Tech has purchased  from Zensano,  effective as of the
date hereof,  Zensano's forty percent (40%)  ownership  interest (the "OWNERSHIP
INTEREST")  in Gel Tech,  L.L.C.,  an Arizona  limited  liability  company ("GEL
TECH").

     As partial  consideration for its purchase of the Ownership  Interest,  Gum
Tech has issued to Zensano a non-interest  bearing  promissory  note dated as of
the date of this  Agreement in the original  principal  amount of Eleven Million
Dollars  ($11,000,000)  (the  "PROMISSORY  NOTE") and has agreed to make certain
other conditional payments under the Purchase Agreement.

     The  Parties  have  agreed that Gum Tech's  payment  obligations  under the
Promissory  Note and its  conditional  payment  obligations  under the  Purchase
Agreement  will be  secured  by the  Collateral  (as  defined  herein),  as more
specifically provided by this Agreement.

     NOW THEREFORE THIS AGREEMENT WITNESSES that, in consideration of the mutual
covenants and agreements  contained herein, the receipt and sufficiency of which
are hereby acknowledged, the Parties agree as follows:

     1. GRANT OF SECURITY  INTEREST.  Gum Tech hereby  grants to Zensano a first
priority security interest (the "SECURITY  INTEREST") in the Ownership Interest,
all rights therein and thereunder and all proceeds  thereof  (collectively,  the
"COLLATERAL") as security for Gum Tech's  obligations  under the Promissory Note
and Gum Tech's conditional  payment  obligations under Sections 2.2(b),  2.2(c),
2.5 and 2.7 of the Purchase Agreement.

     2. DELIVERY OF  CERTIFICATES.  If at any time during the  effectiveness  of
this Security Agreement,  Gel Tech issues or causes to be issued any certificate
or  similar  document  evidencing  the  ownership  by Gum Tech of the  Ownership
Interest,  Gum Tech will promptly  deliver such certificate or other document to
Zensano  together  with a duly executed  power of transfer with respect  thereto
(collectively,  the "TRANSFER DOCUMENTS"),  which documents Zensano will hold in
<PAGE>
trust pending the  expiration or earlier  termination  of this  Agreement or the
exercise  by Zensano  of its rights  under  SECTION  7. Upon the  expiration  or
earlier  termination of this Agreement,  if Zensano has not exercised its rights
under  SECTION 7, Zensano will  promptly  deliver the Transfer  Documents to Gum
Tech.

     3.  FINANCING  STATEMENTS.  Gum Tech will join in executing or will execute
individually,  as appropriate,  all necessary  financing  statements and similar
documents  (collectively,  "FINANCING  STATEMENTS")  reasonably required by, and
prepared  by,  Zensano to perfect  and  protect the  Security  Interest  granted
hereunder.  Filing for  registration  or  recordation  of any and all  Financing
Statements  will be undertaken by Zensano at Zensano's  sole cost. To the extent
that such  Financing  Statements  do not require any  signatures by the Parties,
Zensano is authorized to file or record such Financing Statements in the offices
deemed  appropriate by it. Zensano will promptly  delivery to Gum Tech copies of
all  Financing  Statements  filed by Zensano in connection  with this  Agreement
together with a list of each jurisdiction in which such Financing Statements are
filed from time to time.

     4. TERMINATION OF SECURITY INTEREST AND FINANCING STATEMENTS.  The Security
Interest  will  automatically  terminate  and be of no  further  force or effect
immediately upon (i) full  satisfaction by Gum Tech of its obligations under the
Promissory Note, and (ii) full  satisfaction or termination (as the case may be)
of Gum Tech's conditional payment obligations under Sections 2.2(b), 2.2(c), 2.5
and 2.7 of the Purchase  Agreement.  Forthwith (and in any event within ten (10)
Business  Days)  after  full  satisfaction  and/or  termination  of  Gum  Tech's
obligations under the Promissory Note and Sections 2.2(b),  2.2(c),  2.5 and 2.7
of the Purchase  Agreement,  Zensano will cause to be cancelled,  discharged and
released,  at its sole cost,  all  Financing  Statements  and  registrations  or
recordations  thereof.  If after the  expiration of such ten (10) Business Days,
Zensano,  has failed to comply with its  obligations  under this SECTION 4, then
effective  as of such time,  Zensano  hereby  irrevocably  appoints  Gum Tech as
attorney  and agent for,  and in the name and on behalf of  Zensano to  prepare,
execute,  deliver  and  record  to and  with  all  applicable  Persons  all such
agreements,  instruments and documents as Gum Tech deems reasonably necessary or
appropriate  to  properly  discharge,  cancel and release  the  registration  or
recordation of any and all Financing Statements made or filed by or on behalf of
Zensano or any of its Affiliates in connection with this Agreement,  and Zensano
hereby  ratifies  and  confirms all that Gum Tech may lawfully do or cause to be
done by virtue of the  appointment  herein of Gum Tech as the attorney and agent
for Zensano for the limited  purposes  described  herein.  All costs  (including
reasonable  attorney's  fees and  expenses)  incurred  by Gum Tech acting in its
capacity as the attorney and agent of Zensano for the limited purposes described
herein  will  constitute  a debt owed by Zensano to Gum Tech and will be due and
payable immediately upon written demand therefor.

     5.   REPRESENTATIONS   OF  GUM  TECH.   Except  to  the  extent  that  such
representation is untrue, inaccurate or incomplete due to a misrepresentation or
breach of warranty by Zengen or Zensano  under the Purchase  Agreement,  (i) Gum
Tech is the legal and equitable owner of the Ownership  Interest,  together with
the other  rights and  interests  comprising  the  Collateral  described  above,
subject to no  Encumbrances,  and has full power and lawful authority to pledge,
assign and grant a security interest in the Collateral hereunder, and (ii) there
is no existing  agreement,  option,  right or  privilege  capable of becoming an

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agreement  or option  pursuant  to which Gum Tech could be  required  to sell or
otherwise dispose of all or a part of the Ownership  Interest.  Gum Tech has not
executed,  and has no actual  knowledge of, any effective  financing  statement,
security  agreement or other  instrument  similar in effect  covering all or any
part of the Collateral on file in any recording  office,  except (i) such as may
have been filed pursuant to this Agreement,  or (ii) such as may have been filed
by Zensano or any of its Affiliates before the date hereof.

     6. COVENANTS OF GUM TECH. Gum Tech hereby  covenants and agrees that during
the effectiveness of this Agreement, it will:

          (a) perform and comply, in all material respects, with all obligations
     and  conditions  on its  part  to be  performed  hereunder  and  under  the
     Promissory Note;

          (b) defend its title to the  Collateral and the interest of Zensano in
     the  Collateral  pledged  hereunder  against  the claims and demands of all
     Persons;

          (c)  not,  without  Zensano's  prior  written  consent,   directly  or
     indirectly create,  incur,  assume or suffer to exist any Encumbrance on or
     with respect to any part of the Collateral that ranks higher in priority to
     the  Security  Interest,  and Gum Tech will,  at its own cost and  expense,
     promptly  take  such  action  as may be  necessary  to  discharge  any such
     Encumbrance;  PROVIDED,  however,  that this SECTION 6(C) will not apply to
     any Encumbrance on the Collateral that existed on or before the date hereof
     based on any act or omission of Zensano, Zengen or any Affiliate thereof;

          (d) keep  accurate and complete  records of the  Collateral  and, upon
     reasonable  prior notice,  will permit  representatives  of Zensano  during
     normal  business  hours of Gum  Tech to  inspect  Gel  Tech's  Articles  of
     Organization,  as amended,  Operating Agreement and other company documents
     directly pertaining to the Collateral. Upon the occurrence and continuation
     of any Event of  Default,  at  Zensano's  request,  Gum Tech will  promptly
     deliver copies of such documents to Zensano;

          (e) give Zensano written notice of any change of Gum Tech's  corporate
     domicile within thirty (30) days before the  effectiveness  of such change,
     and will  execute and deliver  such  instruments  and  documents  as may be
     required and prepared by Zensano,  at  Zensano's  sole cost,  to maintain a
     first priority perfected security interest in the Collateral; and

          (f) give Zensano prompt written notice of any security interest in the
     Ownership Interest granted by Gum Tech to any Person (other than Zensano).

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     7. DEFAULT AND  REMEDIES.  Subject to SECTION 8, if an Event of Default (as
that term is defined in the Promissory Note) occurs with respect to Gum Tech, or
Gum Tech fails to comply with its conditional  payment  obligations under any of
Sections 2.2(b),  2.2(c), 2.5 or 2.7 of the Purchase Agreement,  then, following
written  notice  thereof by Zensano to Gum Tech thereof,  and the failure by Gum
Tech within ten (10)  Business  Days  following  delivery of such notice to cure
such Event of Default or to satisfy its conditional  payment  obligations  under
Sections 2.2(b),  2.2(c),  2.5 or 2.7 of the Purchase  Agreement,  the following
will apply:

          (a) Zensano  may  exercise  any and all of the rights and  remedies of
     Zensano provided by the Uniform  Commercial Code Section 9000, ET SEQ. with
     respect to the Security Interest.

          (b)  Zensano  will  cause  the  Collateral  to be sold at a public  or
     private sale and will use all reasonable efforts to sell the Collateral for
     the fair market value thereof.  At any such public or private sale, each of
     Gum Tech and Zensano will be entitled to bid on the  Collateral in the same
     manner as any member of the public.  Zensano will give Gum Tech  reasonable
     notice of the time and place of any public  sale of the  Collateral,  or of
     the date upon which any private sale or any other  intended  disposition of
     Collateral  is to be made.  Notice by Zensano of any intended  private sale
     will  include  a  right  offered  to Gum  Tech to bid on and  purchase  the
     Collateral  for a price greater than that  negotiated in such private sale.
     The requirement of reasonable notice to Gum Tech will be met if such notice
     is given or delivered as provided in SECTION 14 at least ten (10)  Business
     Days before the time of any such sale or disposition.

          (c) The  rights,  powers and  remedies  afforded  the  Parties by this
     Agreement are in addition to all rights,  powers and remedies  afforded the
     Parties by virtue of any applicable Law or Governmental  Order. The rights,
     privileges,  powers,  and remedies  afforded  Zensano  hereunder  and under
     applicable Laws and  Governmental  Orders are cumulative,  and no single or
     partial exercise of any of them will preclude the further or other exercise
     of the same or any of them.

          (d) Any  forbearance,  failure or delay by Zensano in  exercising  any
     right,  power or remedy  under  this  Agreement  will not be deemed to be a
     waiver of such right,  power or remedy,  and any single or partial exercise
     of any right,  power or remedy under this  Agreement  will not preclude the
     further  exercise  thereof.  Every  right,  power  and  remedy  of  Zensano
     hereunder will continue in full force and effect until such right, power or
     remedy is  specifically  waived by an  instrument  in writing  executed  by
     Zensano or this Agreement is terminated in accordance with its terms.

     8.  LIMITATION ON EXERCISE OF REMEDIES.  The Parties  acknowledge and agree
that  Zensano  will not be entitled to exercise  its rights and  remedies  under
SECTION 7 if Gum Tech does not pay any  amount or delays in the  payment  of any
amount under the Promissory Note or under any of Sections 2.2(b), 2.2(c), 2.5 or
2.7 of the  Purchase  Agreement  where such  non-payment  or delay of payment is
based on any claim for  set-off  made  reasonably  and in good faith by Gum Tech
pursuant to the  provisions of Section 6.10 of the Purchase  Agreement,  even if
such set-off claim or the amount thereof is ultimately rejected or reduced under

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<PAGE>
the  procedures  established  in Section 6.10 of the Purchase  Agreement for the
resolution of any such set-off  claim.  Zensano may not initiate or proceed with
any  collection,  foreclosure or other actions under this  Agreement  until such
set-off  claim of Gum Tech has been  disposed of pursuant to the  provisions  of
Section 6.10 of the Purchase  Agreement,  and then only for amounts owing by Gum
Tech under the Promissory Note or under any of Sections 2.2(b),  2.2(c),  2.5 or
2.7 of the Purchase Agreement from the date of such disposition.

     9.  APPLICATION  OF  PAYMENTS ON SALE OR  DISPOSITION  OF  COLLATERAL.  All
proceeds  received  and  realized  by Zensano  from the sale or  disposition  of
Collateral  will be applied  by  Zensano,  as the case may be, in the  following
order:

          (a) first, to the payment of all reasonable costs and expenses of such
     sale or  disposition  incurred  by  Zensano,  including  any such costs and
     expenses of foreclosure  of suit, if any,  reasonable  attorney's  fees and
     expenses  and  payment,  if required,  of all taxes,  assessments  or liens
     superior to the Security Interest;

          (b) second,  to all outstanding  amounts payable by Gum Tech under the
     Promissory Note and/or under Sections  2.2(b),  2.2(c),  2.5 and 2.7 of the
     Purchase Agreement, as the case may be;

          (c) third,  to each Person  legally  entitled to any of such proceeds,
     where Zensano is required by Law or  Governmental  Order to make payment to
     such Person out of such proceeds; and

          (d) fourth, to Gum Tech or its successors and assigns.

     10. RIGHTS ON SALE OF OWNERSHIP  INTEREST.  If during the  effectiveness of
this Agreement,  Gum Tech or any Affiliate  thereof sells,  conveys or transfers
the Ownership  Interest to a Third Party Purchaser,  then the aggregate  amounts
outstanding  and payable under the Promissory Note at the time of the closing of
such sale,  conveyance  or transfer  will  accelerate  and be payable in full no
later than  fifteen  (15) days after the  closing  of such sale,  conveyance  or
transfer.

     11. ENTIRE  AGREEMENT.  This Agreement  constitutes  the entire,  final and
complete  agreement  among the Parties with respect to the subject matter hereof
and   supersedes   all   prior   agreements,   representations,    negotiations,
communications and understandings, whether written or oral, between or among the
Parties with respect to the subject matter hereof.  No Party will be bound by or
liable for any statement, representation,  promise, inducement, or understanding
of any kind whatsoever not expressly set forth in the Purchase  Agreement,  this
Agreement  or in an  agreement  entered into  pursuant  hereto or in  connection
herewith.

     12. JOINT  PREPARATION;  INTERPRETATION.  This Agreement will be considered
for all  purposes  as having  been  prepared  through  the joint  efforts of the
Parties.  No presumption will apply in favor of any Party in the  interpretation
of this Agreement or in the resolution of any ambiguity of any provision  hereof
based  on  the   preparation,   substitution,   submission  or  other  event  of
negotiation, drafting or execution hereof.

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<PAGE>
     13.  MODIFICATION  AND  AMENDMENT.  This  Agreement  may not be modified or
amended except by an instrument in writing executed by authorized representative
of each Party.

     14. NOTICES.  Except as otherwise  provided in this Agreement,  any notice,
communication  or other document  required or permitted to be given or delivered
hereunder  must be in writing  and  delivered  by hand  (including  delivery  by
commercial  courier  service),  by  registered  or certified  U.S. mail (postage
prepaid,  return receipt requested) or electronic facsimile  transmission to the
applicable address(es) specified below:

     if to Zensano, to:

          Zensano, Inc.
          21800 Oxnard Street, Suite 980
          Woodland Hills, California 91367
          Attention: Matthew C. Lipton
          Fax: (818) 884-5988

     with a copy to:

          Morgan, Lewis & Bockius LLP
          300 South Grand Avenue, Suite 2200
          Los Angeles, California
          90071-31323
          Attention: Matthew Burns
          Fax: (213) 612-2554

     if to Gum Tech, to:

          Gum Tech International, Inc.
          2375 East Camelback Road, Suite 500
          Phoenix, Arizona 85016
          Attention: President
          Fax: (602) 387-4112

     with a copy to:

          Snell & Wilmer L.L.P.
          One Arizona Center
          400 E. Van Buren Street
          Phoenix, Arizona 85004
          Attention: Samuel C. Cowley
          Fax: (602) 382-6070

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     Any notice which requires  action or response by the receiving Party within
a  contractually  or  statutorily  defined time must  reference  the contract or
statutory  provision  relied upon and must  identify the date on or before which
such  action or  response  is  required.  Any notice  which  requires  action or
response  in less than  thirty  (30) days must be  served  both by  same-day  or
overnight courier and electronic facsimile transmission: Either Party may change
its  mailing  address  by  notice  to  the  other  Party  in the  manner  herein
prescribed.  Any notice,  communication  or document  delivered  pursuant to the
provisions  hereof will be deemed to have been  delivered,  if mailed,  upon the
earlier  of (i)  actual  receipt  by the  addressee,  (ii) the date shown on the
return  receipt of such mailing,  or (iii) three (3) Business Days after deposit
in the mail. Any notice,  communication or document delivered by hand (including
commercial  courier  service)  will be deemed to have  been  delivered  upon the
earlier of (i) actual receipt by the addressee,  and (ii) the first Business Day
after  deposit of such  notice,  communication  or  document  with such  courier
service. Any notice, communication or document delivered by electronic facsimile
will be deemed to have been  delivered  when sent  (provided that a transmission
record is maintained by the sending  Party),  so long as it was received  during
the receiving  Party's  normal working hours (8:00 a.m. to 5:00 p.m. local time)
on a Business Day, and  otherwise  such delivery will be deemed to be made as of
the next succeeding Business Day.

     15. DATES AND TIMES.  Dates and times set forth in this  Agreement  for the
performance  of the  respective  obligations  of the  Parties  will be  strictly
construed,  time being of the essence of this Agreement.  All provisions in this
Agreement  which specify or provide a method to compute a number of days for the
performance,  delivery,  completion  or  observance  by a Party  of any  action,
covenant,  agreement,  obligation  or  notice  hereunder  will mean and refer to
calendar days,  unless otherwise  expressly  provided.  If the date specified or
computed  under this  Agreement  for the  performance,  delivery,  completion or
observance of a covenant,  agreement,  obligation or notice by any Party, or for
the occurrence of any event provided for herein,  is a day other than a Business
Day, then the date for such  performance,  delivery,  completion,  observance or
occurrence  will  automatically  be extended to the next  Business Day following
such date.

     16.  GOVERNING LAW. This  Agreement will be governed by and  interpreted in
accordance  with the Laws of the State of  Arizona,  including  all  matters  of
construction,  validity,  performance and enforcement,  without giving effect to
principles of conflict of Laws.

     17. FORUM FOR DISPUTES.  All disputes arising out of, with respect to or in
connection  with this Agreement or any  agreement,  instrument or other document
entered  into or  delivered in  connection  herewith or any of the  transactions
contemplated  hereby  will be  instituted  and  maintained  only in the state or
federal courts of Maricopa County in the State of Arizona.

     18.  HEADINGS.  The subject  headings of the sections of this Agreement are
included for convenience of reference only, do not form a part of this Agreement
and will not in any way affect the meaning or  interpretation  of this Agreement
or any of its provisions.

     19. FURTHER  ASSURANCES.  The Parties agree to execute all  instruments and
documents  of  further  assurance  and to do any  and  all  such  acts as may be
reasonably required to carry out their respective  obligations and to consummate
the transactions contemplated herein.

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     20.  SUCCESSORS AND ASSIGNS.  This Agreement will be binding upon and inure
to the  benefit of the  Parties  and their  successors  and  permitted  assigns.
Neither  Party may assign  its rights or  delegate  its  obligations  under this
Agreement,  in whole or in part,  without the prior written consent of the other
Party, which consent will not be unreasonably withheld,  except that Zensano may
assign its rights and delegate its  obligations to Zengen upon written notice to
(but without the  requirement  of consent of) Gum Tech.  Effective  upon such an
assignment and delegation by Zensano to Zengen, the power of attorney granted to
Gum Tech by Zensano under SECTION 4 will automatically become an identical power
of attorney granted to Gum Tech by Zengen without further  documentation thereof
or notice with respect thereto.

     21. THIRD PARTY  BENEFIT.  Nothing in this  Agreement,  express or implied,
will confer on any Person other than the Parties or their respective  successors
and permitted assigns,  any right,  remedy,  obligation or liability under or by
reason of this Agreement.

     22. SEVERABILITY. If any provision of this Agreement, or the application of
any  such  provision  to  any  Person  or  any  circumstance,   is  held  to  be
unenforceable   or  invalid  under  any   applicable  Law  or  pursuant  to  any
Governmental  Order,  the Parties will negotiate an equitable  adjustment to the
provisions of this Agreement with the view to effecting,  to the greatest extent
possible,  the original purpose and intent of this Agreement,  and in any event,
the validity and  enforceability  of the remaining  provisions of this Agreement
will not be affected thereby.

     23.  WAIVER OF JURY  TRIAL.  GUM TECH,  TO THE EXTENT IT MAY LEGALLY DO SO,
HEREBY EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION,
CAUSE OF ACTION OR  PROCEEDING  ARISING  DIRECTLY  UNDER OR WITH RESPECT TO THIS
AGREEMENT,  BUT ONLY TO THE EXTENT THAT ANY SUCH CLAIM, DEMAND, ACTION, CAUSE OF
ACTION OR  PROCEEDING  RELATES  DIRECTLY TO THE  PROMISSORY  NOTE AND GUM TECH'S
OBLIGATIONS THEREUNDER (AND NOT WITH RESPECT TO ANY CLAIM, DEMAND, ACTION, CAUSE
OF ACTION OR  PROCEEDING  WITH RESPECT TO ANY  OBLIGATION  OF GUM TECH UNDER THE
PURCHASE AGREEMENT), IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND
IRRESPECTIVE OF WHETHER SOUNDING IN CONTRACT,  TORT, OR OTHERWISE.  GUM TECH, TO
THE EXTENT IT MAY LEGALLY DO SO,  HEREBY  AGREES  THAT ANY SUCH  CLAIM,  DEMAND,
ACTION, CAUSE OF ACTION OR PROCEEDING WILL BE DECIDED BY A COURT TRIAL WITHOUT A
JURY AND THAT ZENSANO MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION
23 WITH ANY STATE OR  FEDERAL  COURT IN  MARICOPA  COUNTY,  ARIZONA  AS  WRITTEN
EVIDENCE OF THE CONSENT OF GUM TECH TO THE WAIVER OF ITS RIGHT TO TRIAL BY JURY.

     24.  COUNTERPARTS.  This Agreement may be executed,  in original form or by
electronic  facsimile  signature,  and delivered in any number of  counterparts,
each of  which  will be  deemed  as  original  and all of  which  together  will
constitute one and the same instrument.

                  (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK)

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     IN WITNESS WHEREOF,  the Parties have executed this Agreement  effective as
of the day and year first above written.


GUM TECH INTERNATIONAL, INC.


By:
    -----------------------------------
    Carl C. Johnson
    President


ZENSANO, INC.


By:
    -----------------------------------
Name:
    -----------------------------------
Its:
    -----------------------------------

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