EXHIBIT 10.9

[*] Refers to confidential portions of document omitted pursuant to a
request for confidential treatment under Rule 406 under the Securities
Act of 1933, and filed separately with the Commission.


                     SALES AGENCY AGREEMENT

BETWEEN:

     Igene Biotechnology Inc., 9110 Red Branch Road, Columbia, MD
     21045, USA, a Company incorporated under the laws of the
     State of Maryland (hereinafter referred to as "Igene" or the
     "Principal")

AND:

     ProBio Nutraceuticals AS, Forskningsparken i Tromso, 9291
     Tromso, Norway, a joint stock company incorporated under the
     laws of the Kingdom of Norway (hereinafter referred to as
     "ProBio" or the "Agent")

WHEREAS:

A.   The Principal manufacturers and holds various rights for
     Astaxanthin referred to and described in Annex 1
     (hereinafter "the Products");

B.   The Product is an important ingredient in feed to marine
     species, especially farmed salmon, and the Principal wishes
     to further develop and commercialize the Product by way of
     sales to the marine feed market on a global basis.

C.   ProBio is in the business of marketing complimentary
     products to customers in the market for marine feed world-
     wide.

D.   ProBio wishes to act as a sales agent for the Principal by
     way of establishment and operation of a sales network for
     sale either directly or to appointed subagents throughout
     the world (the "Territory").

E.   The Principal appoints ProBio as its worldwide exclusive
     agent under the terms and conditions set out below.

F.   The Principal and ProBio intend to seek additional
     opportunities to work together and to assist each other in
     other areas.

1.   Grant and terms of agency

1.1  The Principal hereby appoints the Agent to be the exclusive
     worldwide agent for the Principal for the marketing and the
     promotion of the sale of the Products to customers resident
     or carrying on business in the Territory and for the
     soliciting from such customers and transmission to the
     Principal of requests for quotations or orders for the
     Products for sale in the Territory.  The Agent hereby agrees
     to act as the Principal's agent for the sale of the Products
     in the Territory.
                                -Page 1-

1.2  During the existence of this Agreement, the Principal shall
     not be entitled to appoint any other agent in relation to
     the Products.

1.3  This Agreement shall be effective on 1 January 2001, and
     shall continue as provided in Section 9.1, unless terminated
     in accordance with the provisions of this Agreement.

1.4  This Agreement shall cover sales of Products produced
     directly by the Principal or manufactured by a third party
     pursuant to an agreement between the Principal and such
     third party.

2.   The Agent's responsibilities

2.1  During the period of this Agreement the Agent shall serve
     the Principal as agent pursuant to the terms of this
     Agreement, with all due and proper diligence, observe all
     reasonable instructions given by the Principal, and use its
     best endeavors to increase the sale of the Products in the
     Territory.  The Agent shall have the right to appoint sub-
     agents, subject to approval of the Principal which shall not
     be unreasonably withheld.

2.2  At least ten days prior to the beginning of each month, the
     Agent shall pass on to the Principal information of likely
     orders for the Products during the next three months.

2.3  The Agent shall solicit requests for quotations and orders
     for the Products for sale at the prices and upon the terms
     established and notified from time to time by the Principal
     to the Agent.  The Agent shall forward to the Principal all
     quotations and orders received by it.  All orders shall be
     subject to acceptance by the Principal in its sole and
     absolute discretion.  The Principal reserves the right to
     refuse any business originating from the Territory, for lack
     of credit of the customers or otherwise, and the Agent shall
     not be entitled to any commissions thereon.  The Principal
     shall have the right to cancel contracts or orders after
     acceptance without any liability to the Agent for
     commissions.  The Agent shall forward to the Principal,
     promptly after receipt, all remittances in any form which it
     may collect or which may come into its possession.

2.4  The Principal may require advice and information from the
     Agent regarding the laws and regulations that apply in the
     Territory or parts of the Territory to which the Products
     must conform (e.g. import regulations, labeling, technical
     specifications, safety requirements, etc.).  The Agent's
     reasonable costs and expenses incurred by compliance with
     such requests shall be borne by the Principal.

2.5  Except as expressly authorized by the Principal, the Agent
     shall not purport to act on behalf of the Principal, or
     incur liabilities on behalf of the Principal.  The Agent
     agrees that it will not act, directly or indirectly, as an
     agent for products which are competitive with the Products.

                               -Page 2-

2.6  The Agent shall be responsible for its own operating
     expenses, including costs directly attributable to its sales
     efforts.  The Agent is not responsible for costs of
     marketing and promotion and other costs referred to in
     Section 3.5.

3.   The Principal's responsibilities

3.1  The Principal shall supply to the Agent free of charge a
     reasonable quantity of samples, sales literature, all other
     necessary documentation relating to the Products and all
     other information which is necessary to enable the Agent to
     perform its duties hereunder to the Principal.

3.2  The Principal will, subject to the confidentiality provisions
     set out in Section 5 below, make available to the Agent
     documentation including technical specifications, copies of
     clinical studies and other know-how relating to the Products,
     as set out in Annex 2, as amended from time to time.  The
     Agent shall have the right to furnish customers and sub-
     agents with product information.

3.3  The Principal shall not submit offers or quotations nor
     enter into any negotiations with, nor effect sales to any
     person or prospective customer without the Agent's prior
     written approval, and shall refer all offers, quotations or
     tenders relating to the Products to the Agent.  The Agent
     recognizes that the Principal has granted to a third party
     rights to manufacture the Product pursuant to a
     non-exclusive toll manufacturing agreement.  Both the Agent
     and the Principal shall have mutual links to each other's
     web sites.

3.4  As the sole and complete compensation for Agent's services
     hereunder, the Principal shall pay a commission to the Agent
     on all sales concluded by the Agent as follows:

     o [ * ] of the net sales price for all Products sold until the
       earlier to occur of (i) the first two years of this Agreement
       and (ii) [ * ] kilos have been sold pursuant to this Agreement;
       and

     o [ * ] of the net sales price for all Products sold thereafter.

     As used herein, net sales price shall mean the price of the
     Products charged by the Principal from time to time as
     established by the Principal, less any and all discounts,
     returns and allowances and taxes, freight, insurance and
     packaging charges incurred in connection with the shipping
     of the Products (and not incurred in connection with the
     manufacture of the Products).  Commissions will be paid by
     the Principal to the Agent by the end of the month following
     the month in which the Principal has received a payment from
     the customer.  If the customer pays in installments, the
     commission to the Agent will follow the same payment
     schedule.  The Principal and the Agent shall agree on all
     credit terms for the customers.  The Principal will furnish
     to the Agent copies of invoices and confirmations of
     purchase orders and, within 25 days after the end of each
     month, a report indicating collections received by the
     Principal in the prior month.  The Agent agrees to assist
     Principal in policing receivables.  The Principal shall have
     the sole right to charge back to the Agent's commissions the
     amount of any commissions already credited in connection

                                -Page 3-

     with all proper and allowable deductions made by the
     customer, such as discounts, allowances and adjustments for
     returned Products.

3.5  The Principal shall be responsible for all costs and
     expenses relating to marketing and promotion efforts,
     technical support, studies, and costs relating to compliance
     with laws and regulations, including approvals from public
     authorities.  The Agent will not incur any costs or expenses
     on behalf of the Principal without the Principal's prior
     consent.

3.6  The amount to be allocated by the Principal to marketing and
     promotion shall reflect the aim of the Parties to obtain a
     maximum market penetration and the sales targets which are
     set out in Section 4.1.  The parties shall each year agree
     on the Principal's marketing budget.

3.7  With the prior approval of the Principal, the Agent many
     undertake to perform additional services for the Principal
     at the Principal's expense, including, but not limited to
     storing, logistics services, repackaging or labeling.  Costs
     relating to such services are not included in the commission
     to be paid by the Principal to the Agent.

3.8  The Principal will continue through December 31, 2001 its
     technical and marketing office in Chile, with all sales and
     customer contacts under the supervision of the Agent.
     Before the expiration of the period, the parties will agree
     on how to organize activities, including sales and technical
     support, in the Chilean market.

4.   Sales requirements and production capacity

4.1  The parties shall each year agree on production forecasts
     for the following year.  The sales requirements for the
     first five contract years shall be as follows:

     Year                     Sales requirements (kilos of pure
                              astaxanthin)
     2001                     [ * ]
     2002                     [ * ]
     2003                     [ * ]
     2004                     [ * ]
     2005                     [ * ]

     After 2005, if this Agreement is renewed by the Agent as
     provided in Section 9.1 the sales requirements shall
     increase [ * ] per year at a compounded rate of growth.

4.2  The Principal shall at any time have a production capacity
     to meet the sales requirements, and agrees to use its best
     commercially feasible efforts to extend its production
     capacity in order to meet increase in demand.  The parties
     shall continuously evaluate the expected demand for the
     coming 18 months.

4.3  The Principal has the right to withdraw the Agent's
     exclusivity if the Agent fails to:

                                -Page 4-

     o Obtain the agreed sales requirements in any two of the first
       five years; or

     o Sell in any two of the first five years at least 90% of
       Igene's production, where the production forecast has been
       agreed between the parties; or

     o Sell in any one year at least 80% of Igene's production,
       where the production forecast has been agreed between the
       parties.

     unless the failure to meet such requirements can be
     attributed to Principal's failure to perform its duties
     under this Agreement.

5.   Confidentiality

     Agent agrees that any and all trade secrets, confidential
     customer information, proprietary information, technical
     data and know-how relating to the Products and furnished to
     Agent hereunder shall be and remain the exclusive property
     of the Principal.  Agent further agrees that it will not
     (and its stockholders and employees will not) during or
     after the termination of this Agreement, directly or
     indirectly, use or disclose to any person, firm or
     corporation, any information, trade secrets, confidential
     customer information, proprietary information, technical
     data or know-how relating to the Products acquired by the
     Agent during the term of this Agreement, without the prior
     written consent of the Principal.  The Agent shall use its
     best efforts to cause its employees and stockholders to keep
     such information confidential.  After termination of this
     Agreement, all documents furnished by the Principal to the
     Agent shall be returned by the Agent to the Principal.

6.   Trademarks

6.1  The Products will be sold under the Trademark specified in
     Annex 3 (the "Trademark"), which Agent acknowledges is the
     property of the Principal.  The Principal warrants that it
     has no knowledge of any infringement proceedings relating to
     the Trademark.  Agent agrees not to contest the validity of
     the Trademark.

6.2  The Agent shall have an exclusive right to use the Trademark
     on promotion materials and in its sales efforts and other
     performance of this Agreement.  The use of the Trademark is
     not subject to payment of royalty or other fees.  Principal
     and Agent agree to cooperate with each other in preventing
     any acts of trademark infringement or unfair competition
     with respect to the Trademark, but Principal shall have sole
     control over all actions and legal proceedings to suppress
     infringement of, or any unfair competition with respect to,
     the Trademark.

6.3  The Agent shall notify the Principal of any unauthorized use
     in the Territory of the Trademark.  At the request and cost
     of the Principal, the Agent shall take part in or give
     assistance in any legal proceedings and execute any
     documents and do any things reasonably necessary to protect
     the Trademark.  If the Agent is required to defend the
     Principal's Trademark due to Principal's failure to assume
     such defense, the Principal shall pay the Agent's legal
     expenses.

                                -Page 5-

7.   Patents

7.1  The Principal warrants that it holds the title and patent
     rights to the Products specified in Annex 4, pursuant to
     patents licensed to or owned by the Principal.  Agent agrees
     not to contest the validity of any patents.

7.2  The Agent shall promptly inform the Principal of all acts of
     unfair competition, and all infringements and/or alleged or
     attempted infringements of patents, trademarks and similar
     rights of the parties, which come to the Agent's attention.
     The Agent may not take legal action relating to the
     Principal's intellectual property on behalf of the Principal
     without the Principal's prior written consent.

8.   Indemnity

8.1  The Principal warrants that the Products are manufactured in
     accordance with all applicable laws and regulations, and
     that the manufacture is in accordance with Good
     Manufacturing Standard.  The Principal accepts complete
     responsibility for the manufacture of the Products and shall
     protect, indemnify and hold harmless the Agent from and
     against all loss, damage and expense awarded by a court of
     competent jurisdiction resulting from all claims, demands,
     actions, causes of action and judgments of any kind arising
     out of or attributable to the manufacture of the Products.
     EXCEPT AS OTHERWISE SET FORTH HEREIN, PRINCIPAL HEREBY
     DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING,
     WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY
     AND FITNESS OR APPLICABILITY FOR A PARTICULAR PURPOSE,
     REGARDING THE PRODUCTS.  PRINCIPAL SHALL NOT BE LIABLE FOR
     CONSEQUENTIAL DAMAGES OR FOR ANY BREACH OF ANY EXPRESS OR
     IMPLIED WARRANTY, INCLUDING, WITHOUT LIMITATION, THE IMPLIED
     WARRANTY OF MERCHANTABILITY,  IF ANY, APPLICABLE TO THE
     PRODUCTS.

8.2  The Agent will protect, indemnify and hold harmless the
     Principal from and against all loss, damage and expense
     resulting from any and all claims, demands, actions, causes
     of action, and judgments of any kind arising out of or
     attributable to breach of this Agreement or other default or
     negligence on the part of the Agent.

8.3  The Principal shall maintain product liability insurance
     with limits of coverage fixed with the care and diligence of
     a prudent businessman.  Proof of valid insurance shall be
     sent to the Agent each year.

9.   Termination

9.1  This Agreement shall commence on the date hereof and shall
     remain in full force and effect until December 31, 2005 (the
     "Initial Term"), and may thereafter be renewed by the Agent
     upon not less than 60 days prior written notice for an
     additional five year term if the Agent has maintained
     exclusivity for the first five years.

                                -Page 6-

9.2  Notwithstanding anything to the contrary contained in this
     Agreement, either Principal or the Agent shall have the
     right to terminate this Agreement for cause, with immediate
     effect, by giving written notice of such termination to the
     other, upon the occurrence of the following:

     (a)  suspension or cessation of business by the other party
          or the dissolution or liquidation of the other party;

     (b)  Insolvency of the other party or the voluntary
          institution by the other party of any proceeding under
          any statute of any governmental authority for the
          relief of debtors seeking the relief or readjustment of
          indebtedness, either through reorganization,
          composition, extension or otherwise or the involuntary
          institution against the other party of any such
          proceeding which is not vacated within ten days from
          the institution thereof, or the appointment of a
          receiver or other officer having similar powers for the
          other party or its business who is not removed within
          ten days from such appointment, or any levy under
          attachment, execution or similar process which is not
          vacated or removed within ten days by payment or
          bonding; or

     (c)  Any substantial breach or violation by the other party
          of any material obligation contained in this Agreement
          which breach or violation is not corrected by the
          offending party within thirty days of its receipt of
          written notice thereof from the other.

9.3  In addition to its rights under Section 9.2, and not in
     limitation thereof, either Principal or Agent shall have the
     right to terminate this Agreement, with immediate effect, by
     giving written notice of such termination to the other, upon
     the occurrence of any of the following:

     (a)  Any sale, assignment or transfer or attempted sale,
          assignment or transfer of this Agreement by the other
          party, in whole or in part, or any sale or attempted
          sale by the other party of its business or all or
          substantially all of the assets comprising its
          business, without the prior written consent of the
          party terminating this Agreement;

     (b)  Grossly negligent or willful conduct on the part of the
          other party harmful to the goodwill of the party
          terminating this Agreement, the reputation of the
          Products or the marketing of the Products; or

     (c)  Submission by the other party of a fraudulent report or
          statement or of a fraudulent claim for reimbursement,
          refund or credit.

9.4  Nothing contained in this Article 9 shall affect or impair
     any rights or obligations arising prior to or at the time of
     the termination of this Agreement, or which may arise by an
     event causing the termination of this Agreement.

                                -Page 7-

9.5  The Principal shall have the right to terminate this
     Agreement at any time without cause, upon not less than 60
     days prior written notice to the Agent.

     (a)  If this Agreement is terminated by the Principal
     pursuant to this Section 9.5 hereof and the termination
     notice is served on or before 31 December 2005, ProBio shall
     be entitled to the higher of the following compensation
     amounts:

     (i)  USD[ * ], payable in 36 equal monthly installments; or
     (ii) Compensation equal to three times the commissions paid
          to the Agent in the year prior to termination, payable
          in 36 equal monthly installments;

          provided, however, that if this Agreement is terminated
          by the Principal in connection with the sale of the
          Principal (whether by way of sale of assets, merger or
          otherwise) (a "Sale"), then if (a) the Sale is for
          cash, the payment will be payable within nine months
          after the closing of the Sale or (b) the Sale is for
          notes or other non-cash consideration, the payment will
          be payable within 15 months after the closing of the
          Sale.

     (d)  If this Agreement is terminated by the Principal
          pursuant to this Section 9.5 hereof and the termination
          notice is served on or after January 1, 2006 and on or
          before December 31, 2010, ProBio shall be entitled to
          the higher of the following compensation amounts:

     (i)  USD [ * ] payable in 24 equal monthly installments; or
     (ii) Compensation equal to two times the commissions paid to
          the Agent in the year prior to termination, payable in
          24 equal monthly installments;

          provided, however, that if this Agreement is terminated
          by the Principal in connection with a Sale, then if (a)
          the Sale is for cash, the payment will be payable
          within nine months after the closing of the Sale or (b)
          the Sale is for notes or other non-cash consideration,
          the payment will be payable within 15 months after the
          closing of the Sale.


9.6  If the Agreement is terminated by the Principal pursuant to
     Section 9.5 hereof, and the termination notice is served on
     or after 1 January 2004, ProBio shall receive compensation
     in accordance with Section 9.5 (b).

9.7  Upon termination of this Agreement, all rights of the Agent
     to commissions on orders for the Products shall cease,
     except as to orders placed with the Principal by the Agent
     prior to the effective date of termination which shall then
     or thereafter be accepted by the Principal.  In such event,
     the Principal shall not be liable to the Agent, except for
     commissions on orders subsequently filled as above provided,
     for compensation or damages of any kind, whether on account
     of the loss by the Agent of present or prospective profits

                                -Page 8-

     or anticipated sales or expenditures, investments or
     commitments made in connection with this Agreement, or on
     account of any other thing or cause whatsoever.

10.  Miscellaneous provisions

10.1 Waivers

     No consent or waiver, express or implied, by any party to or
     of any breach or default by any other party of any or all of
     its obligations under this Agreement will:

     (a)  be valid unless it is in writing and stated to be a
          consent or waiver pursuant to this paragraph;

     (b)  be relied upon as a consent to or waiver of any other
          breach or default of the same or any other obligations;

     (c)  constitute a general waiver under this Agreement; or

     (d)  eliminate or modify the need for a specific consent or
          waiver pursuant to this paragraph in any other
          subsequent instance.

10.2 Force Majeure

     In case of an event of force majeure preventing or hindering
     any party from performing its obligations under this
     Agreement, the affected party may give written notice to the
     other containing reasonable particulars of the force majeure
     event in question and the effect of such event as it relates
     to not constituting a default under this Agreement, provided
     that the party affected by the delay makes reasonable
     efforts to correct the reason for such delay.  Such notice
     shall entitle the affected party to suspend deliveries or
     payments, as the case may be.

10.3 Severability

     If any provision or part of any provision of this Agreement
     is held by a court of competent jurisdiction to be
     unenforceable:

          i.   such part of the provision or such provision shall
               be severed from this Agreement;

          ii.  such holding shall not in any way affect or impair
               the validity of the remaining part of such
               provision or any other provision of this
               Agreement, and the remaining part of such
               provision and the other provisions of this
               agreement shall be separately valid and
               enforceable to the full extent permitted by law;
               and

                                -Page 9-

          iii. each party hereby waives all defenses to the
               strict enforcement of any such provision or any
               part thereof by the other party to this Agreement.

     The parties further agree that if a court of competent
     jurisdiction at any time should determine that any of the
     restrictions placed on a party under this Agreement are
     unreasonable and accordingly unenforceable under the
     applicable law, the party so restricted agrees that such
     restrictions shall still apply to the greatest extent
     enforceable in terms of scope, term and area, and each party
     attorns to the jurisdiction of such court to rectify this
     Agreement to provide for the greatest restrictions in terms
     of scope, term and area as such court deems reasonable.
     Delegation without such consent shall be of no force or
     effect.

10.4 Successors

     This Agreement will enure to the benefit of and be binding
     upon the parties to this Agreement and their respective
     successors and permitted assigns.

11.  Notices

11.1 All notices to be given by any party to another shall be in
     writing signed by a duly authorized officer of the party or
     legal advisor to such party, and shall be deemed to be
     effective when delivered on any Business Day at the address
     for notice of the intended recipient.

11.2 The address for notice of each of the parties will, until
     changed be:

          i.   for Igene:         Igene Biotechnology Inc.
                                  9100 Red Branch Road
                                  Columbia, MD 21045, USA

               Attention:         Steven Hiu, Ph.D.
               Telephone:         +1 410 997 2599
               Facsimile:         +1 410 730 0540
               E-mail:            hiu@igene.com

          ii.  for ProBio:        ProBio Nutraceuticals AS
                                  Forskningsparken i Tromso,
                                  9291 Tromso,
                                  Norway

               Attention:         Stein Ulve
               Telephone:         +47 77 75 99 00
               Facsimile:         +47 77 75 99 01
               E-mail:            probio@probio.no

                                -Page 10-

11.3 Delivery may be effected personally, by courier, by
     facsimile, or by any other method which permits a
     confirmation of the time and date of receipt.  Any notice
     sent by facsimile or e-mail, received outside of the hours
     9AM and 5PM on a Business Day shall be deemed to have been
     received at 9AM on the next Business Day in the jurisdiction
     to which such notice was sent.

12.  Governing law and Arbitration

12.1 This Agreement shall be governed by and interpreted in
     accordance with the laws in force in the Kingdom of Norway,
     and all statutes and regulations referred to in this
     Agreement, unless otherwise is specifically identified or
     follows from the context, are statutes and regulations of
     the Kingdom of Norway.

12.2 The parties shall undertake reasonable attempts to resolve
     all disputes arising out of this Agreement in an amicable
     manner.  Should such attempts fail, disputes shall be
     referred to and finally resolved by arbitration in
     accordance with the Civil Procedure Act Chapter 32.  The
     place of arbitration shall be Oslo.

13.  Assignment of rights

13.1 Neither of the parties hereto shall be entitled to assign
     any of its rights under this Agreement apart from assignment
     to a company within the same group of companies.  The other
     Party hereto shall receive written information prior to any
     such assignment and no such assignment shall prejudice the
     contractual rights of the other party.  Where this Agreement
     is assigned the assignee shall enter into the contractual
     rights and obligations of the assignor.

This Agreement is executed in two originals.


/s/ Mr. Michael Kimelman  		/s/ Mr. Stein Ulve
    _________________________           ________________________
    Igene Biotechnology Inc.            ProBio Nutraceuticals AS
    12/5/00                             12/5/00
    New York, NY                        Columbia, MD

                                -Page 11-