ACCOMMODATION AGREEMENT





         ACCOMMODATION AGREEMENT dated as of July __, 2001 (the "Agreement"), by

and between KAUSER PARTNERS, L.P., a Delaware limited partnership ("Buyer"), and

BIO PULSE INTERNATIONAL, INC., a Nevada corporation with its principal place of

business at 10421 South Jordan Gateway, Suite 500, Salt Lake City, Utah 84095

(the "Company").



                                    Recitals



     A. The parties to the Agreement  previously  have entered into a Securities

Purchase Agreement dated as of November 21, 2000 (the "Purchase Agreement").



     B. Under the Purchase Agreement,  Buyer agreed to purchase from the Company

and the  Company  agreed  to  issue  to Buyer a total  of  353,636  shares  (the

"Shares") of the Company's  restricted  common stock, par value $0.001 per share

("Common Stock"), and a warrant (the "Warrant") to purchase up to 189,318 shares

of Common Stock (the Common Stock  issuable upon exercise of the Warrants  being

referred to herein as the "Warrant Shares" and the Warrant Shares and the Shares

being referred to collectively as the "Registrable Securities").



     C. Under the  Purchase  Agreement,  the  Company  granted to Buyer  certain

registration  rights  under  which it is  obligated  to  prepare,  file and have

declared  effective  by  the  Securities  and  Exchange   Commission  ("SEC")  a

registration statement (the "Original  Registration  Statement") covering all of

the Registrable  Securities,  which Original Registration Statement was filed by

the Company  originally in December  2000, and was amended in February 2001. The

Original  Registration  Statement was not subsequently  amended and has not been

declared effective by the SEC as of the date of this Agreement.



     D. On January 24, 2001,  the Company  entered  into a  Securities  Purchase

Agreement  (the "Series B Agreement")  with Hunts Drive,  LLC, a Cayman  Islands

limited  liability  company ("Hunts Drive"),  under which the Company issued and

sold  3,000  shares  of  the  Company's  7%  Cumulative  Convertible  Redeemable

Preferred Stock,  Series B (the "Series B Preferred") which are convertible into

Common Stock on the terms indicated therein.  Simultaneously  with its execution

of the Series B  Agreement,  the  Company  entered  into a  Registration  Rights

Agreement  with Hunts Drive  pursuant to which the Company agreed to prepare and

file with the SEC a  registration  statement  covering the Common Stock issuable

upon  conversion of the Series B Preferred.  The Company sought to register such

shares by amending the Original  Registration  Statement to include such shares,

which amendment was filed in February 2001. The Original Registration  Statement

was not subsequently  amended and has not been declared  effective by the SEC as

of the date of this Agreement.



     E.  Pursuant  to the  Purchase  Agreement,  the  Company is required to pay

damages to Buyer in the event that the Original  Registration  Statement was not

effective  within  the  time  periods  specified  in  the  Registration   Rights

Agreement,  and such Original Registration  Statement was not declared effective

within such time period and is not effective as of the date hereof.









{PAGE}



     F.  Pursuant  to  the  Purchase  Agreement,   the  Buyer  obtained  certain

anti-dilution  rights that have been implicated by the Company's issuance of the

Series B Preferred.



     G. Because of insufficient financing,  the Company is not presently able to

proceed with further amendment to the Original Registration Statement.



     H. Hunts  Drive has agreed to provide  $500,000  of debt  financing  to the

Company in the form of a promissory  note (the  "Note"),  which  financing  will

allow the Company to proceed with amending the Original Registration  Statement,

provided that the Company and Buyer execute and deliver this Agreement.



                                    Agreement



         NOW, THEREFORE, in consideration of the covenants and mutual promises

below and other good and valuable consideration, the receipt and legal

sufficiency of which the parties acknowledge by their signatures appearing

below, and intending to be legally bound hereby, the parties to this Agreement

hereby agree as follows:



         1. Issuance of Accommodation Shares. In exchange for Buyer's execution

and delivery of this Agreement, and its waiver or amendment of or other

accommodations in relation to certain of the Company's covenants and obligations

under the Purchase Agreement, all as set forth herein, the Company agrees to

issue a total of Two Million (2,000,000) shares of restricted common stock (the

"Accommodation Shares") to Buyer upon the closing of the transactions

contemplated by this Agreement. Certificates representing the Accommodation

Shares shall be delivered to Buyer upon execution and delivery of this Agreement

by all parties.



          a. Securities Law Compliance.  Buyer  acknowledges and agrees that the

     Accommodation  Shares  are  being  issued  without  registration  under the

     Securities Act of 1933, as amended (the  "Securities  Act"),  and are being

     issued in reliance on an exemption from the  registration  requirements  of

     the Securities Act. To facilitate the  availability of such exemption,  and

     recognizing  that the  Company  will rely on the  accuracy  thereof,  Buyer

     represents and warrants as follows:



               i. Buyer is acquiring  the  Accommodation  Shares for Buyer's own

          account for investment only and not as nominee or agent and not with a

          view  to,  or for  sale in  connection  with,  a  distribution  of the

          Accommodation  Shares  and  with  no  present  intention  of  selling,

          transferring,  granting a participation in or otherwise  distributing,

          the Accommodation Shares, all within the meaning of the Securities Act

          and any applicable state, securities or blue sky laws.



               ii. Buyer is not a party or subject to or bound by any  contract,

          undertaking,  agreement  or  arrangement  with  any  person  to  sell,

          transfer or pledge the Accommodation  Shares to any person, and has no

          present  intention  to  enter  into  such  a  contract,   undertaking,

          agreement or arrangement.







                                      -2-

{PAGE}



               iii. The Company has advised Buyer that the Accommodation  Shares

          have not been registered under the Securities Act or under the laws of

          any state on the basis that the  issuance  thereof is exempt from such

          registration,  and the Company's  reliance on the availability of such

          exemption  is, in part,  based upon the accuracy and  truthfulness  of

          Buyer's representations contained herein.



               iv. Buyer  understands and acknowledges  that the Common Stock is

          registered under the Securities  Exchange Act of 1934, as amended (the

          "Exchange Act") and that the Company files quarterly, annual and other

          reports  under  the  Exchange  Act  containing   financial  and  other

          information about the Company.  Buyer has had an opportunity to obtain

          such  reports  and  other  information  as it has  deemed  appropriate

          respecting the Company,  its business,  plans and financial condition,

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