Exhibit 10.13
  CONTRACT
    NUMBER: BMA-B-2/A.2.4.5-03-001
  THIS LEASE AGREEMENT, HEREINAFTER REFERRED TO AS THE
    LEASE AGREEMENT IS SIGNED ON THE ONE HAND BY BAJA DEL MAR,
    S.A. DE C.V., HEREINAFTER REFERRED TO AS BAJA DEL
    MAR AND BANCO UNION, S.A., HEREINAFTER REFERRED TO AS
    BANCO UNION, BOTH REPRESENTED IN THIS AGREEMENT BY
    FRANCISCO RUBIO CARDENAS AS THE LEGAL REPRESENTATIVE OF BOTH
    PARTIES, HEREINAFTER REFERRED TO AS THE LESSOR; AND
    ON THE OTHER HAND BY BLOCK MEDICAL DE MÉXICO, S.A. DE C.V.,
    REPRESENTED IN THIS AGREEMENT BY MR. EDDIE MENDIBLES AS THE
    LEGAL REPRESENTATIVE, HEREINAFTER REFERRED TO AS THE
    LESSEE AND I-FLOW CORPORATION AS THE GUARANTOR,
    REPRESENTED IN THIS AGREEMENT BY MR. JAMES DAL PORTO, VICE
    PRESIDENT, ACCORDING TO THE FOLLOWING DECLARATIONS AND
    CLAUSES:
  DECLARATIONS:
  I.
    THE
    LESSORS REPRESENTATIVE DECLARES:          
    Capacity for 300 AMPS/220V, 4H three-phase electric energy
    with growth potential.
    General lighting.
    No charge for the consumption of non-productive water.
    Shared bathrooms.
    Availability for 2 loading platforms.   1




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II.
    THE
    LESSEES REPRESENTATIVE DECLARES:    CLAUSES:
  ONE.  OBJECTIVE
      TWO.  TERM
        THREE.  RENT
        th next-day
 2




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FOUR.  GUARANTEE
    DEPOSIT
      FIVE.  INTENDED
    USE OF THE LEASED PROPERTY
      SIX.  RIGHT
    TO A REDUCTION IN RENT
        SEVEN.  GUARANTOR
      EIGHT.  IMPROVEMENTS
    MADE BY THE LESSEE
   3




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NINE.  PUBLIC
    UTILITY SERVICES AT THE LEASED PROPERTY
    
    Electricity:  The LESSEE must pay the
    LESSOR for the cost of electricity in the form of a monthly fee
    based on the amount of consumption shown on the electric meter.
    This fee will be based on the rates used by the Federal
    Electricity Commission.
    Water:  The LESSOR provides water for
    the bathrooms. The LESSOR will charge the LESSEE for the
    additional consumption of water.
    Telephone:  The LESSEE must contract
    with TELNOR for the telephone lines and must agree to make
    periodic payments to this company for the cost of this service.  TEN.  MAINTENANCE
    OF THE LEASED PROPERTY BY THE LESSOR
    ELEVEN.  MAINTENANCE
    OF THE LEASED PROPERTY BY THE LESSEE
    TWELVE.  RIGHT
    TO SUBLET
    THIRTEEN.  TERMINATION
    OF THE AGREEMENT BY THE LESSEE
   4




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FOURTEEN.  INSURANCE
    FIFTEEN.  PAYMENT
    OF VALUE-ADDED TAX
    SIXTEEN.  PARK
    ASSOCIATION FEE
    SEVENTEEN.  REGISTERED
    OFFICES
    THE LESSOR
      THE GUARANTOR
    THE LESSEE
         EIGHTEEN.  TRANSFER
    OR ASSIGNMENT
     5




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NINETEEN.  GOOD
    FAITH, AUTHORITY AND INTENT
    TWENTY.  BREACH
    TWENTY-ONE.  COMPETENCY
        THE LESSOR

THE LESSEEBANCO UNION, S.A.
    Trustee of:
    BAJA DEL MAR, S.A. DE C.V.

BLOCK MEDICAL DE MEXICO
    S.A. DE C.V.Lic. Francisco Rubio Cárdenas
    Legal Representative

By: Eddie Mendibles
    Legal RepresentativeBAJA DEL MAR, S.A. DE C.V.Lic. Francisco Rubio Cárdenas
    Legal Representative   THE GUARANTORI-FLOW CORPORATIONBy: James Dal Porto   WITNESS

WITNESSElías Laniado Laborin

Rigel Navarro García  6