OFFER TO EXCHANGE

                                  $225,000,000

                   9 7/8% SENIOR SUBORDINATED NOTES DUE 2011

                                      FOR


         REGISTERED 9 7/8% SERIES B SENIOR SUBORDINATED NOTES DUE 2011


                                       OF

                         INSIGHT HEALTH SERVICES CORP.
THE EXCHANGE OFFER (AS DEFINED HEREIN) WILL EXPIRE AT 5:00 P.M., NEW YORK CITY
TIME, ON           , 2002, UNLESS EXTENDED (THE "EXPIRATION DATE"). TENDERS OF
OUTSTANDING NOTES (AS DEFINED HEREIN) MAY BE WITHDRAWN PRIOR TO 5:00 P.M., NEW
YORK CITY TIME, ON THE EXPIRATION DATE.


                                                                           March
  , 2002
To Our Clients:


     We are enclosing herewith a prospectus, dated          , 2002 (as the same
may be supplemented and amended from time to time, the "Prospectus"), and the
related letter of transmittal and instructions thereto (the "Letter of
Transmittal"), relating to the offer (the "Exchange Offer") by InSight Health
Services Corp., a Delaware corporation ("InSight"), to exchange its 9 7/8%
Series B Senior Subordinated Notes due 2011 (the "Exchange Notes"), which have
been registered under the Securities Act of 1933, as amended, for a like
principal amount of its outstanding 9 7/8% Senior Subordinated Notes due 2011
(the "Outstanding Notes"), upon the terms and subject to the conditions set
forth in the Prospectus and the Letter of Transmittal.


     PLEASE NOTE THAT THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY
TIME, ON [APRIL]      , 2002 UNLESS EXTENDED.


     THE EXCHANGE OFFER IS NOT CONDITIONED UPON ANY MINIMUM PRINCIPAL AMOUNT OF
OUTSTANDING NOTES BEING TENDERED.

     The materials relating to the Exchange Offer are being forwarded to you as
the beneficial owner of Outstanding Notes. We are the holder of record of
Outstanding Notes held by us for your account or benefit but not registered in
your name. A TENDER OF SUCH OUTSTANDING NOTES CAN BE MADE ONLY BY US AS THE
RECORD HOLDER AND PURSUANT TO YOUR INSTRUCTIONS.

     Accordingly, we request instructions as to whether you wish to tender on
your behalf any or all of the Outstanding Notes held by us for your account
pursuant to the terms and conditions set forth in the enclosed Prospectus and
Letter of Transmittal. Please so instruct us by completing, executing and
returning to us the Instruction to Registered Holder from Beneficial Owner
enclosed herewith.

     Your instructions should be forwarded to us as promptly as possible in
order to permit us to tender the Outstanding Notes on your behalf in accordance
with the provisions of the Exchange Offer. The Exchange Offer will expire at
5:00 P.M., New York City time, on the Expiration Date. Any Outstanding Notes
tendered pursuant to the Exchange Offer may be withdrawn at any time prior to
5:00 P.M., New York City time, on the Expiration Date.

     Your attention is directed to the following:

          1. The Exchange Offer is for any and all Outstanding Notes.

          2. The Exchange Offer is subject to certain conditions set forth in
     the Prospectus in the section captioned "The Exchange Offer -- Conditions."


          3. InSight will pay all transfer taxes, if any, applicable to the
     exchange of Outstanding Notes pursuant to the Exchange Offer, except as
     described in the Prospectus.

     If you wish to have us tender your Outstanding Notes, please so instruct us
by completing, executing and returning to us the Instruction to Registered
Holder from Beneficial Owner enclosed herewith. THE LETTER OF TRANSMITTAL IS
FURNISHED TO YOU FOR INFORMATION ONLY AND MAY NOT BE USED DIRECTLY BY YOU TO
TENDER OUTSTANDING NOTES.

                                         Very truly yours,

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