AMENDMENT NO. 1 TO LOAN AGREEMENT

     WHEREAS, In Veritas Medical Diagnostics,  Inc., a Colorado corporation (the
"Company"),  and Westek Limited ("Westek") entered into a certain Loan Agreement
dated as of June, 2004 (the "Loan Agreement").

     WHEREAS,  an  outstanding  principal  balance  thereon  in  the  amount  of
$1,800,000 is due and payable pursuant to the Loan Agreement;

     WHEREAS,  the  Company  lacks the funds  necessary  to pay the  outstanding
principal balance;

     NOW,  THEREFORE,  in consideration for the mutual promises,  conditions and
covenants contained herein and other good and valuable consideration, receipt of
which is hereby acknowledged, the parties hereto agree as follows:

     1.   Extension of Maturity  Date.  The Maturity Date, as defined in Section
          1.1 of the Loan  Agreement,  shall be amended  to mean March 31,  2008
          (the "Extended Maturity Date").

     2.   Payment of Interest.  Effective  October 31, 2006,  the Loan Agreement
          shall bear interest at the rate of 10% Such interest  shall be payable
          quarterly in arrears in cash.  Notwithstanding  the foregoing,  Westek
          may elect to convert the quarterly interest payment into shares of the
          Company's common upon five (5) days written notice to the Company.  If
          Westek elects to convert the quarterly interest payment into shares of
          common  stock,  the  number of shares to be issued to Westek  shall be
          determined by dividing the quarterly  interest  payment by the average
          closing price of the  Company's  common stock during its most recently
          completed fiscal quarter.  The quarterly interest payment shall be due
          within 15  business  days  following  the end of each  fiscal  quarter
          (commencing January 31, 2007).

     3.   Alteration  of Terms.  Westek  hereby  waives  any and all  rights and
          remedies  under the Loan  Agreement  to  require  the  Company to make
          principal or interest  payments,  or to enforce its security interest,
          prior to the Extended  Maturity Date.  Except as amended  herein,  the
          Loan Agreement shall remain in full force and effect.


AGREED TO:

IN VERITAS MEDICAL DIAGNOSTICS, INC.

By: /s/ Martin Thorp
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Name: Martin Thorp
Title:Chief Financial Officer
Date: November 21, 2006

WESTEK LIMITED

By: /s/ Graham Cooper
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Name: Graham Cooper
Title:Chief Executive Officer
Date: November 21, 2006