EXHIBIT 4.2.2
Addendum #1 to Consulting Agreement
Dated October 23, 1996
Between Plexus Ventures, Inc. and Bentley Pharmaceuticals
The second paragraph of the section "Success Fees", page two of the
Agreement is expanded to read as follows:
Plexus Ventures will have the option to receive success fees in shares
of Bentley Pharmaceuticals, in cash or in a combination of the two. The value of
Bentley shares for this purpose will be calculated, on a transaction by
transaction basis, as the average of the daily closing prices for the 20 trading
days immediately preceding the signing dates of Letters-of Intent, or equivalent
undertakings, confirming the transactions.
Accepted for:
Plexus Ventures, Inc. Bentley Pharmaceuticals
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President Chief Executive Officer
Date: July 10, 1997 Date: 18 July 1997
