AMENDMENT NUMBER 2 TO THE AGREEMENT

THIS AGREEMENT, entered into on the 16 day of December, 2003 by and between the INFORMATION SERVICES DEPARTMENT OF THE COUNTY OF SAN MATEO, hereinafter called "County" and Baxter Corporation, hereinafter called "Contractor".

WITNESSETH:

WHEREAS, on July 13,1998, the County and Autros Hospital Systems Inc. entered into agreement (hereinafter referred to as the "Original Agreement"), to provide software for patient registration, billing, and medical information that will integrate information that was previously maintained in separate systems;

WHEREAS, the Original Assignment was assigned to the Contractor;

WHEREAS, the Original Agreement was amended as approved by your Board on resolution 065868 dated March 11, 2003 ("Amendment No. 1"); and

WHEREAS, it is now the mutual desire and intent of the parties hereto to further amend and modify the Original Agreement.

NOW THEREFORE, IT IS HEREBY AGREED between the parties that the Original Agreement is amended and modified as follows:

5. Term/Termination

The contract term shall be extended to December 31, 2004, and not extended further without the consent of the parties hereto.

NOW THEREFORE, IT IS HEREBY AGREED between the parties that :

This amendment and modification is hereby incorporated and made part of the Original Agreement and subject to all provisions therein.. All other prices, terms and conditions of the Original Agreement, other than those modified by Amendment No. 1 and this agreement, remain unchanged.

IN WITNESS WHEREOF, the parties hereto, by their duly authorized representatives, have affixed their hands.

COUNTY OF SAN MATEO

By:

Rose Jacobs Gibson

President, Board of Supervisors, San Mateo County

Date:

ATTEST:

By:

Clerk of Said Board

Baxter Corporation (Contractor)

Contractor's Signature

Date: