AGREEMENT

                                    AGREEMENT

           This agreement made on the day of June , 2000 by and between UltraMed
International, Inc. a corporation duly orgainzed pursuant to the laws of the
State of New Jersey with offices 0000 Xxxxxxx Xxxxxx, Xxxx Xxx, Xxx Xxxxxx
(herein after referred as "UltraMed"); and Xxxxxxxx Xxxxxxx, M.D. residing at
000 Xxxx Xxxxxx, Xxxxxxxx, Xxx Xxxx (hereinafter referred to as "Gevirtz"); and

         WHEREAS, Gevirtz has filed or is in the process of filing for patents
to be used in the detoxification of opiate addicted people; and

           WHEREAS, said patents are for trans dermal patches to administer
drugs and after care treatment in the detoxification of opiate addicted people;
and

         WHEREAS, Gevirtz and UltraMed have entered into prior written and oral
agreement; and

         WHEREAS, Gevirtz and Xx. Xxxxxxx Xxxxxxxxx, president of UltraMed have
entered into prior written and oral agreements; and

         WHEREAS, the parties are desirous of setting forth a new agreement to
settle all outstanding agreements both oral and written between Gevirtz
,UltraMed and Xx. Xxxxxxxxx.

         NOW THEREFORE, for one dollar and any good and vauable consideration it
is;

           AGREED, that Gevirtz shall hereby assigns to UltraMed all of his
right, title and interest to any and all patents that are filed or to be filed
by him concerning the treatment of opiate addicted people; and it is further

           AGREED, Gevirtz is herebyassigns to UltraMed any and all rights he
has to the patents for the treatment of opiate addicted people which patents he
has a licence to or rights to use; and it is further

           AGREED, that Gevirtz shall be the medical director of UltraMed, to
commence work as same upon the execution of this agreement; and it is further

           AGREED, Gevirtz shall receive compensation for both his employment as
medical director and in fulfillment of the agreements to assign the patents and
licenses as stated herein to UltraMed in the amount of $8,000 per month for
twenty four consecutive months commencing sixty (60) days after the
Registratment Statement that UltraMed will be filing within the next sixty (60)
days to sell its common stock in an initial public offering is declared
effective by the Securities and Exchange Commission; and it is further









           AGREED, that any and all prior agreements and understandings between
Gevirtz, UltraMed and Xx. Xxxxxxxxx are hereby declared null and void.

           IN WITNESS WHEREOF, we have set our hands and seal on the
above-mentioned date.


                                              XX. XXXXXXXX XXXXXXX, M.D.



                                              BY:
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                                              ULTRAMED INTERNATIONAL, INC.



                                              BY:
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                                              XX. XXXXXXX X. XXXXXXXXX



                                              BY:
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