Hemacare Corp Watch

from 8-K 2 pages For Value Received, the Undersigned Hemacare Corporation and Coral Blood Services, Inc. (“Borrower”) Promises to Pay to the Order of Wells Fargo Bank, National Association (“Bank”) at Its Office at Beverly Hills Rcbo, 433 N. Camden Drive, Suite 505, Beverly Hills, Ca 90210, or at Such Other Place as the Holder Hereof May Designate, in Lawful Money of the United States of America and in Immediately Available Funds, the Principal Sum of $594,135.00, or So Much Thereof as May Be Advanced and Be Outstanding, With Interest Thereon, to Be Computed on Each Advance From the Date of Its Disbursement as Set Forth Herein. 1. Interest

from 8-K 2 pages Third Amendment to Credit Agreement

from 8-K 3 pages Second Amendment to Credit Agreement

from 8-K 4 pages Wells Fargo Bank, National Association ("Bank"), Has Made Certain Credit Accommodations Available to Hemacare Corporation, a California Corporation, and Coral Blood Services, Inc., a California Corporation (Collectively, “Borrowers” and Each, a “Borrower”) Pursuant to the Credit Agreement Dated as of December 4, 2009 (The “Credit Agreement”). Except as Otherwise Defined Herein, All Capitalized Terms Herein Shall Have the Meanings Given in the Credit Agreement. the Following Events of Default Exist Under the Credit Agreement (The “Existing Events of Default”): (I) Borrowers Failed to Maintain Their Tangible Net Worth as Required by Section 4.9(a) of the Credit Agreement for the Fiscal Quarter Ended September 30, 2010. for the Fiscal Quarter Ended September 30, 2010 Their Tangible Net Worth Was to Be Not Less Than $5,090,000, but Instead Was $4,846,000. (II) Borrowers Failed to Maintain Their Net Income After Taxes as Required by Section 4.9(c) of the Credit Agreement for the Rolling 2 Quarter Period Ended September 30, 2010. for Such Period Their Net Income After Taxes Was to Be Not Less Than $200,000, but Instead Was ($396,000). (III) Prior to September 30, 2010, Borrowers Incurred Indebtedness for Borrowings in Violation of Section 5.2 Without the Prior Written Consent of Bank. Borrower Incurred Indebtedness of $97,900. as of the Date of This Letter, There Are No Outstanding Advances Under the Line of Credit, but There Is an Outstanding Letter of Credit in the Amount of $660,150 (The “Prior Issued Letter of Credit”)

from 8-K 13 pages Assignment for the Benefit of Creditors

from 8-K 15 pages Credit Agreement

from 10-K 51 pages Wells Fargo Business Credit Credit and Security Agreement

from 8-K 5 pages Second Modification to Loan and Security Agreement

from 10-Q 1 page First Modification to Loan and Security Agreement

from 10-K ~50 pages Line of Credit Agreement