X0202 4 2006-06-13 0 0000749660 ICAD INC icad 0000902740 HOWARD ROBERT 988 5TH AVENUE NEW YORK NY 10021 1 0 1 0 Convertible Revolving Credit Promissory Note 1.45 2006-06-13 4 A 0 2000000 2000000 A 2006-06-13 Common Stock 1379310 2000000 D The exercise price of the Convertible Revolving Credit Promissory Note (the "Note") is the lesser of (i) the closing sale price of the underlying common stock on the date the funds under the Note were advanced to the issuer ($1.45 as noted above) or (ii) the closing sale price of the common stock on the business day immediately preceding the conversion date of the Note. The Note does not have an expiration date. The number of shares reported as issuable upoon exercise of the Note is based upon the $1.45 per share conversion price. The number o shares is subject to increase pursuant to the terms of the Note as discussed in footnote (1) above. /s/ Annette Heroux, Attorney-in-fact 2006-06-16