EXHIBIT 10.11

                               Terms of Agreement
                                    Between
                   Bruce J. Van Dyne, M.D. and CryoLife, Inc.


Effective Date:
November 1, 1999 - November 30, 2002

Focus of Services:
Dr. Van Dyne agrees to provide consulting services to CryoLife as needed.

Consulting Services provided will address:

*    Research  into the  clinical use of preserved  spinal  discs,  nerve tissue
     and/or  vertebral  bodies  either for open  surgery or  minimally  invasive
     surgery.

*    Facilitate  the  development  and  use of  CryoLife  products  in  clinical
     applications.

*    The presentation of clinical information at surgical congresses,  education
     and training.

Compensation

*    Daily  consulting  fee of  $1,500  paid  upon  receipt  of an  invoice  for
     services.

All travel and related expenses, incurred under this Agreement and in compliance
with corporate travel and expense guidelines and policies, will be reimbursed to
Dr. Van Dyne by CryoLife,  Inc. Such expenses are to be submitted  along with an
invoice for services as outlined above.

The undersigned  agree to the terms of the Agreement  between Bruce J. Van Dyne,
M.D. and CryoLife, Inc.



CryoLife, Inc.                               Bruce J. Van Dyne, M.D.


/s/ STEVEN G. ANDERSON                       /s/ BRUCE J. VAN DYNE, M.D.
- - ---------------------------                  ---------------------------
Steven G. Anderson, President and CEO        Bruce J. Van Dyne, M.D.





10/26/99                                     11/1/99
- - ---------------------------                  ---------------------------
Date                                         Date



1218386v1