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                                                                    EXHIBIT 99.2

December 15, 2000


Mark Clein, CEO
PMR Corporation
501 Washington Street, 5th Floor
San Diego, CA  92103

RE:     December 29, 2000 Cash Dividend

Dear Mark:

On January 19, 2000 you executed two Promissory Notes ("Notes") and a related
Stock Pledge Agreement whereby PMR Corporation ("PMR") loaned you $467,500 for
the purchase of shares of stock in PMR and up to $257,208 for the tax
liabilities relating to the purchase of the shares of stock. To the extent that
either of the Notes and/or Stock Pledge Agreement require the cash received as a
dividend is immediately payable towards the payment of the amounts outstanding
under the Notes, PMR is hereby waiving that requirement with respect to the cash
dividend payable December 29, 2000. In all other respects the terms of the Notes
and Stock Pledge Agreement remain unaltered.

Sincerely yours,

/s/ ALLEN TEPPER

Allen Tepper
Chairman of the Board