EXHIBIT 10.3

                     AMENDMENT TO ASSET TRANSFER AGREEMENT
                          DATED AS OF OCTOBER 13, 2005






                                    AMENDMENT

         THIS  AMENDMENT  (the  "Amendment")  is entered  into as of October 13,
2005,  between  HeartSTAT,  Inc  ("Acquirer"),  a Delaware  corporation,  Ted W.
Russell  ("Russell"),  and HeartSTAT  Technology,  Inc., a Delaware  corporation
("HTI"), upon the following terms and conditions:

                                    RECITALS

         A.    Acquirer,  Russell  and HTI  entered  into an  Asset  Transfer
Agreement dated August 15, 2005 (the "ATA") and an Escrow Agreement to implement
the closing of the ATA.

         B.    The ATA was to close no later than October 6, 2005.

         C.    Acquirer, Russell and HTI still desire to close the transaction
contemplated by the ATA.

                                    AGREEMENT

         NOW,  THEREFORE,  in consideration of the foregoing premises and of the
provisions,  representations,  warranties,  covenants and  agreements  contained
herein and other good and valuable consideration, the parties agree as follows:

         1.    Notwithstanding  the  provisions  of  Section  2.5  of  the  ATA,
Closing  is  permitted  to occur on a date  mutually  agreed  upon by all of the
parties, but in no event later than October 21, 2005.

         2.    HTI  is  permitted to assign  its rights  to and interest in  (a)
the promissory note in the principal amount of $70,000 and (b) the 98,207 shares
of  HeartSTAT,  Inc. (the  "Shares") to HTI's  wholly-owned  subsidiary,  Alexis
BioMedical Technology Fund, Inc., a Nevada corporation.

         3.    It  is  the  intent of  Acquirer  and Russell that both Maley and
Russell are resigning  from HTI prior to the filing of HTI's Form 10-KSB for the
fiscal year ended December 31, 2004.

         4.    It  is  the  intent of the parties that the filing of HTI's Forms
10-QSB  for the  quarters  ending  March  31,  2005 and June 30,  2005 may occur
subsequent to Closing,  so long as the stock  certificate  for the Shares is not
released to Alexis BioMedical Technology Fund, Inc. until such filing occurs.

         5.    The  consideration  for  the transfer of the HeartSTAT Technology
Assets  from HTI to Acquirer  shall  include a release  from  Acquirer as to all
amounts  owed to it by HTI.  Accordingly,  Exhibit G shall  consist of a release
from Russell as to all amounts owed to him by HTI and a release from Acquirer of
all amounts owed to it by HTI.

         6.    The  parties  agree  that  Exhibit J  consists  of  the  Form 8-K
dated August 15, 2005 that disclosed (a) the election of Garrett K. Krause as an
officer and  director of HTI and (b)


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the  execution of the ATA and EA,  which has already been filed,  and an amended
filing to disclose the resignations of Russell and Patrick Maley and the closing
of the ATA, which will be filed within four business days of the Closing.

         7.    To  the extent that the  provisions of this Amendment differ from
the  terms  of  the  ATA  and  EA,  these  provisions  are  deemed  to amend and
supersede the ATA and EA.

"Acquirer"
HeartSTAT, Inc.


By:    /s/ TED W. RUSSELL
    -----------------------------------------------
      Ted W. Russell, Chief Executive Officer

"Russell"


/s/ TED W. RUSSELL
- ---------------------------------------------------
Ted W. Russell

"HTI"
HeartSTAT Technology, Inc.


By:   /s/ GARRETT K. KRAUSE
    ------------------------------------------------
      Garrett K. Krause, Chief Executive Officer















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