BIOSPECIFICS TECHNOLOGIES CORP.

COMPENSATION COMMITTEE CHARTER

Adopted on December 4, 2006 
Revised June 17, 2009

A.

Purpose

The purpose of the Compensation
Committee of the Board of Directors (the "Board") of BioSpecifics Technologies
Corp. (the "Company") is to oversee the discharge of the responsibilities of the
Board relating to compensation of the Company's executive officers.

B.

Structure and Membership

1.

Number. The Compensation Committee shall consist of at least two members
of the Board, two of whom are independent directors, as defined in any
applicable exchange listing requirements, non-employee directors, as defined in
SEC Rule 16b-3, and outside directors, as defined in Treasury Regulations
1.162-27.

2.

Chair. Unless the Board elects a Chair of the Compensation Committee, the
Compensation Committee shall elect a Chair by majority vote; for the avoidance
of doubt, if there are only two members on the Compensation Committee then such
Chair of the Compensation Committee, if elected by the members, shall be elected
by the affirmative vote of both members.

3.

Compensation. The compensation of Compensation Committee members shall be
as determined by the Board.

4.

Selection and Removal. Members of the Compensation Committee shall be
appointed by the Board. The Board may remove members of the Compensation
Committee from such committee, with or without cause.

C.

Authority and Responsibilities

General

The Compensation
Committee shall discharge its responsibilities in compliance with the "Delaware
Business Judgment Rule."

Compensation Matters

1.

CEO Compensation. The Compensation Committee shall annually review and
approve corporate goals and objectives relevant to the compensation of the
Company's Chief Executive Officer (the "CEO"), evaluate the CEO's performance in
light of those goals and objectives, and, either as a committee or together with
other independent directors (as determined from time to time by the Committee),
establish and approve the CEO's compensation.

---

2.

Compensation of Other Executive Officers. The Compensation Committee,
following the guidelines set forth in C.1 above, shall periodically review and
approve, or make recommendations to the Board with respect to, compensation of
the Company's executive officers (other than the CEO).

3.

Evaluation of Senior Executives. The Compensation Committee shall be
responsible for overseeing the evaluation of the Company's senior executives.
The Compensation Committee shall determine the nature and frequency of the
evaluation and the persons subject to the evaluation, supervise the conduct of
the evaluation and prepare assessments of the performance of the Company's
senior executives, to be discussed periodically with the Board.

4.

Plan Recommendations and Approvals. The Compensation Committee shall
periodically review and make recommendations to the Board with respect to such
incentive-compensation and other plans that have been approved by the Board.

5.

Administration of Plans. The Compensation Committee shall exercise all
rights, authority and functions of the Board under all of the Company's
incentive compensation plans, including both annual plans and long-term plans,
and both cash and equity-based plans, including without limitation, the
authority to interpret the terms thereof, to grant awards, and to establish and
confirm satisfaction of performance goals; provided, however, that, except as
otherwise expressly authorized to do so by this charter or a plan or resolution
of the Board, the Compensation Committee shall not be authorized to amend any
such plan. To the extent permitted by applicable law and the provisions of a
given equity-based plan, and consistent with the requirements of applicable law
and such equity-based plan, the Compensation Committee may delegate to one or
more executive officers of the Company the power to grant options or other stock
awards pursuant to such equity-based plan to employees of the Company or any
subsidiary of the Company who are not directors or executive officers of the
Company.

6.

Additional Powers. The Compensation Committee shall have such other
duties and responsibilities as may be delegated from time to time by the Board.

D.

Procedures and Administration

1.

Meetings. The Compensation Committee shall meet as often as it deems
necessary in order to perform its responsibilities but in no event less than
once a year. The Compensation Committee may also act by unanimous written
consent in lieu of a meeting. The Compensation Committee shall keep such records
of its meetings as it shall deem appropriate.

2.

Subcommittees. The Compensation Committee may form and delegate authority
to one or more subcommittees as it deems appropriate from time to time under the
circumstances.

3.

Reports to Board. The Compensation Committee shall report regularly to
the Board.

2

---

4.

Charter. The Compensation Committee shall periodically review and
reassess the adequacy of this Charter and recommend any proposed changes to the
Directors for approval.

5.

Consulting Arrangements. The Compensation Committee shall have the sole
authority to retain and/or terminate any compensation consultant used to assist
in the evaluation of executive officer compensation and shall have sole
authority to approve the consultant's fees and other retention terms. The
Compensation Committee shall also have authority to commission compensation
surveys or studies as the need arises. The Compensation Committee is empowered,
without further action by the Board, to cause the Company to pay the
compensation of such consultants as established by the Compensation Committee.

6.

Independent Advisors. The Compensation Committee is authorized, without
further action by the Board, to engage such independent legal, accounting or
other advisors as it deems necessary or appropriate to carry out its
responsibilities. Such independent advisors may be regular advisors to the
Company. The Compensation Committee is empowered, without further action by the
Board, to cause the Company to pay the compensation of such advisors as
established by the Compensation Committee.

7.

Investigations. The Compensation Committee shall have the authority to
conduct and/or authorize investigations into any matters within the scope of its
responsibilities as it shall deem appropriate. The Committee shall have the
authority to request any officer, employee or advisor of the Company to meet
with it or any advisors engaged by the Compensation Committee.

8.

Annual Self-Evaluation. At least annually, the Compensation Committee
shall evaluate its own performance.

3

---