10.25 Bridge Loan Agreement

BRIDGE LOAN AGREEMENT

DATED: September 15, 1999

BETWEEN: Allied Resources, Inc. "Lender")

Suite 1060, 1090 W. Georgia St.

Vancouver, B.C. V6E 3V7

AND: Bio-Preserve International Corporation ("Company")

2897 152nd Avenue N.E.

Redmond, Washington 98052

1.0 RECITALS

1.1 This Bridge Loan Agreement ("Loan Agreement") is entered into this date by and between Allied Resources, Inc., a West Virginia corporation ("Lender") and Bio-Preserve International Corporation ("Company"), a Nevada corporation ("Company").

1.2 The purpose of this Agreement is to set out the terms of the arrangement by which Lender agrees to make a $350,000 bridge loan ("Loan") available to the Company. The purpose of the Loan is to provide the Company with needed working capital. The obligation of the Company under this Agreement will be secured by an interest in all patents owned by the Company or its subsidiary, Bio-Preserve Medical Corporation. The Loan Principal will be advanced at the rate of $50,000 per month. Company and Lender have entered into a Security Agreement of even date, attached to this Loan Agreement as Addendum A and incorporated by reference.

2.0 DEFINITIONS

2.1 "Company" has the meaning set forth in the Recitals section above.

2.2 "Conversion Shares" means the shares of the Company's Common Stock issuable upon conversion of this Bridge Loan.

2.3 The "Interest Rate" will be 3% (three percent) simple interest per annum.

2.4 "Lender" has the meaning set forth in the Recitals section above.

2.5 "Loan Agreement" has the meaning set forth in the Recitals section above.

2.6 "Maturity" means 5:00 p.m. Pacific Daylight Time on June 30, 2000, unless another date is agreed upon in writing by the parties.

2.7 "Principal" means the aggregate principal amount of money loaned to Company by Lender of Three Hundred Fifty Thousand dollars ($350,000). Of this amount, a total of $65,000 was loaned to the Company prior to the date of this Loan Agreement, leaving an additional principal amount of $285,000. After an additional payment of $45,000 upon the execution of this Loan Agreement, representing the balance of the September, 1999 installment, the additional Principal will be advanced at the rate of $50,000 per month, due on the fifteenth (15th) of each month, until the additional principal amount is paid.

3.0 TERMS

3.1 For value received, Company promises to pay to Lender on or before Maturity the amount of Principal in lawful money of the United States with interest on the Principal from the date of funding ("Funding Date"). With respect to each installment, the Funding Date shall be the date the Principal is advanced to Company from time to time in periodic installments. The interest rate will be calculated on basis of a simple interest rate of 3% (eight percent) per annum.

3.2 The obligation of Lender to consummate the funding contemplated by this Agreement is subject to the satisfaction of the following conditions, which shall be completed prior to the execution of this Loan Agreement. Lender may execute a waiver in writing of any condition specified in this paragraph at or prior to funding.

(1) Company must have an executed stock purchase agreement ("Stock Purchase Agreement") allowing Company to purchase 35,000,000 shares of the common stock of the Company;

(2) Lender and Company shall have entered into a Security Agreement in form and substance as set forth in Addendum C attached to this Agreement;

(4) There shall not be any judgment, order, decree, stipulation, injunction or charge in effect preventing consummation of any of the transactions contemplated by this Agreement;

(5) All certificates, instruments and other documents required to effect the transactions contemplated by this Agreement and the Security Agreement will be reasonably satisfactory in form and substance to Lender.

4.0 FURTHER COMPANY ACTS AND COVENANTS

4.1 As soon as practicable after the funding by Lender of the next installment of the Bridge Loan contemplated by this Agreement, Company shall deliver the 35,000,000 Shares forthwith to the Escrow Agent specified in the Stock Purchase Agreement, to be held by the Escrow Agent on Lender's behalf, subject to the terms of this Loan Agreement and the Security Agreement.

5.0 CONVERSION PRIVILEGE

5.1 The Loan shall be convertible at any time at the option of the Lender, upon not less than ten (10) nor more than ninety (90) days notice, into that number of shares of common stock of the Company, $.0001 par value per share ("Conversion Shares") as are equal in value to the sum of- (i) the Principal, plus (ii) all accrued but unpaid dividends since the date of subscription. The value and number of Conversion Shares shall be determined as set forth in paragraph 5.3 b ...