EXHIBIT 10.24


               First Amendment to Revolving Loan Agreement between
         AmSouth Bank and Surgical Laser Technologies dated May 31, 2000

RESOLVED, that, effective December 31, 2001, AmSouth Bank and Surgical Laser
Technologies hereby declare and certify by the signatures indicated below, that
Article VII and all the contents represented in this section as found on page 20
of the Loan Agreement dated May 31, 2000, should be amended and restated as
follows:

                                   Article VII
                               FINANCIAL COVENANTS

So long as the Note shall remain unpaid or the Bank shall have any Commitment
under this Agreement:

Section 7.01 Traditional Cash Flow Coverage.

     The Borrower shall maintain traditional cash flow coverage of 1.25X as
measured over the one year period beginning the first day of the Borrowers then
beginning Fiscal Year and ending on the last day of the Borrower's same Fiscal
Year. Traditional Cash Flow coverage is defined as net income plus depreciation
expense plus amortization expense plus total interest expense minus dividends
divided by the prior period current portion of long term debt plus interest
expense.

Section 7.02 Interest Coverage.

     The Borrower shall maintain interest coverage of 2.25X as measured over the
one year period beginning the first day of the Borrowers 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.

Section 7.03 Leverage Ration.

     The Borrower shall maintain at all times a ration of total Debt to tangible
net worth of not more than .60 to 1.

Accepted and Agreed upon this 20th day of February, 2002:


AmSouth Bank                                   Surgical Laser Technologies, Inc.

By: /s/ Rhett D. Jordan                        By: /s/ Michael R. Stewart
    --------------------                           ----------------------
RHETT D. JORDAN                                MICHAEL R. STEWART
Vice President                                 President and CEO

                                               By: /s/ Davis Woodward
                                               Davis Woodward
                                               Chief Financial Officer

                                               By: /s/ Craig K. Carra
                                               Craig Carra
                                               Controller