EXHIBIT 10.23


AMSOUTH BANK






March 6, 2002

Mr. Davis Woodward
Vice President, Finance
Surgical Laser Technologies, Inc.
147 Keystone Dr.
Montgomeryville, PA 18936

Dear Dave:

Kindly let this letter clarify and confirm to you that the language set forth
below, which amends the provisions of Section 7.02 of the Revolving Loan
Agreement dated May 31, 2000 between AmSouth Bank and Surgical Laser
Technologies, Inc., is language that reflects AmSouth's intent from the
beginning of the Agreement.

That language reads as follows:

"The borrower shall maintain interest coverage of 2.25X as measured over the one
year period beginning the first day of the Borrower's then beginning Fiscal Year
and ending on the last day of the Borrower's same Fiscal Year. Interest Coverage
is defined as net income plus interest expense plus depreciation expense divided
by interest expense."

Under the foregoing language, you have affirmed that Surgical Laser
Technologies, Inc. would have been in compliance with Section 7.02 of the
Revolving Loan Agreement and you would have certified to the same. The Bank
accepts that affirmation.

If you should have any questions concerning this, please do not hesitate to
contact me.

Sincerely,


Rhett D. Jordan
Vice President