0001144204-04-015706 Sample Contracts

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EXHIBIT 4(ii) AMENDMENT TO THE SUBSCRIPTION AGREEMENT
Subscription Agreement • October 5th, 2004 • Alpharx Inc • Pharmaceutical preparations

The undersigned, as a signatory to a subscription agreement with AlphaRx, Inc., executed in conjunction with that certain offering of units, consisting of one share of AlphaRx's common stock and one warrant for one additional share of AlphaRx's common stock, for up to $5,000,000 (the "Agreement") for good and valuable consideration, the adequacy and sufficiency of which is hereby acknowledged, does hereby agree that the deadline for the final closing on page 3 of the Agreement is hereby amended from August 15, 2004 to September 30, 2004.

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