Exhibit 10.3

                              EMPLOYMENT AGREEMENT

           THIS AGREEMENT is made and entered into on May 30, 2003 (the
"Agreement"), by and between INTERPHARM HOLDINGS, INC., a Delaware corporation
("Interpharm"), and __________________ ("Executive")(collectively the
"Parties").

                                   WITNESSETH:

           WHEREAS, Interpharm is engaged in the business of manufacturing,
distributing and marketing generic pharmaceutical products (the "Business"); and

           WHEREAS, Executive has represented that he has the experience,
background and expertise necessary to enable him to perform all of the duties
and execute all of the responsibilities contemplated by this Agreement; and

           WHEREAS, based on such representation, Interpharm wishes to employ
Executive as its President upon the terms hereinafter set forth;

           NOW, THEREFORE, in consideration of the premises and the mutual
covenants and agreements herein contained, and other good and valuable
consideration, the Parties agree as follows:

1.          DEFINITIONS.

           1.1.   "Affiliate" means any Person controlling, controlled by or
                  under common control with Interpharm.

           1.2.   "Board" means the Board of Directors of Interpharm.

           1.3.   "Cause" means (a) Executive is convicted of or pleads guilty
                  to a felony, (b) the Executive, in carrying out the
                  Executive's duties and responsibilities under this Agreement,
                  is guilty of neglect or misconduct resulting, in either case,
                  in economic harm to Interpharm and/or any of its subsidiaries
                  or Affiliates.

           1.4.   "Change in Control" means any transaction or series of
                  transactions pursuant to which a non-Affiliate obtains more
                  than fifty percent (50%) of Interpharm's voting securities or
                  obtains the ability to cast more than fifty percent (50%) of
                  the votes at Interpharm's shareholder meetings.

           1.5.   "Common Stock" means Interpharm's $.01 par value per share
                  common stock.




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           1.6.   "Date of Termination" means (a) in the case of a termination
                  for which a Notice of Termination (as hereinafter defined in
                  Section 5) is required, the date of actual receipt of such
                  Notice of Termination or, if later, the date specified
                  therein, as the case may be, and (b) in all other cases, the
                  actual date on which the Executive's employment terminates
                  during the Term of Employment (as hereinafter defined in
                  Section 3) (it being understood that nothing contained in this
                  definition of "Date of Termination" shall affect any of the
                  cure rights provided to the Executive or Interpharm in this
                  Agreement).

           1.7.   "Disability" means the Executive's inability to render, for a
                  period of three consecutive months, services hereunder.

           1.8.   "Person(s)" means any individual or entity of any kind or
                  nature, including any other person as defined in Section
                  3(a)(9) of the Securities Exchange Act of 1934, and as used in
                  Sections 13(d) and 14(d) thereof.

           1.9.   "Prospective Customer" shall mean any corporation,
                  partnership, trust or Person which has either (a) entered into
                  a nondisclosure agreement with Interpharm or any Interpharm
                  subsidiary or Affiliate or (b) has within the proceeding 18
                  months received a currently pending and not rejected written
                  proposal in reasonable detail from Interpharm or any
                  Interpharm subsidiary or Affiliate.


2.   EMPLOYMENT. Interpharm hereby agrees to employ Executive, and Executive
     hereby agrees to serve, subject to the provisions of this Agreement, as an
     employee of Interpharm.

           2.1.   DUTIES. Executive shall serve as Interpharm's President and
                  shall be responsible for the management of Interpharm's
                  business and strategic planning and responsibilities as are
                  from time to time assigned to him by the Chief Executive
                  Officer and/or the Board of Directors of Interpharm.

3.   TERM OF AGREEMENT. This Agreement shall commence on May 30, 2003, and shall
     continue until December 31, 2007 (the "Term" or "Term of Employment")
     unless terminated as set forth herein.

4.   COMPENSATION.

           4.1.   SALARY. Executive's salary during the Term shall be
                  _______________ per year (the "Salary") payable consistent
                  with Interpharm's regular payroll practices. All applicable
                  withholding taxes shall be deducted from such payments.
                  Executive's salary may be increased at the discretion of the
                  Compensation Committee of Interpharm's Board of Directors.

           4.2.   BONUS. Interpharm shall determine in its sole discretion to
                  pay Executive any bonus amount above the salary set forth
                  above.

           4.3.   AUTO ALLOWANCE. Executive shall receive an automobile
                  allowance equal to ___________ per month.



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           4.4.   HEALTH INSURANCE. During the Term, Executive shall receive
                  full family plan coverage under any health insurance plan that
                  Interpharm, Inc., a wholly-owned subsidiary of Interpharm,
                  may, from time to time, have in place.

           4.5.   TELEPHONE. Executive shall receive a reimbursement of the
                  cellular telephone expenses incurred by him.

           4.6.   EXPENSE REIMBURSEMENT. Executive shall be entitled to receive
                  prompt reimbursement for all reasonable expenses incurred by
                  the Executive in performing the Executive's duties and
                  responsibilities hereunder in accordance with the policies and
                  procedures of Interpharm. At the end of each fiscal year, the
                  Executive and Interpharm shall in good faith reconcile any
                  differences and disputes with respect to timing, right to
                  reimbursement, reasonableness or documentation of any items of
                  expense reimbursement, it being agreed that no good faith
                  dispute respecting any of the foregoing shall constitute a
                  basis for the Executive or Interpharm terminating or
                  attempting to terminate this Agreement.

           4.7.   VACATION.During each year of the Term of Employment, the
                  Executive shall be entitled to _________ weeks of paid
                  vacation taken at such times so as to not materially impede
                  his duties hereunder. Vacation days that are not taken may not
                  be carried over into future years.

5.   Termination.

           5.1.   TERMINATION DUE TO DEATH OR DISABILITY.

           5.1.1. DEATH. This Agreement shall terminate immediately upon the
                  death of Executive. Upon Executive's death, Executive's estate
                  or Executive's legal representative, as the case may be, shall
                  be entitled to only the following:

           5.1.1.1. All Salary accrued, but unpaid as of the date of Executive's
                  death and all accrued vacation pay for the year of death; and

           5.1.1.2. reimbursement pursuant to Sections 4.5 and 4.6, or any other
                  provision hereof, for all expenses incurred but not yet paid.

           5.1.2. DISABILITY. In the event of Executive's Disability, this
                  Agreement shall terminate and Executive shall be entitled to
                  receive only the following:

           5.1.2.1. continuation of Executive's Salary for Executive's
                  Disability period (it being understood that such period will
                  be six months from the first date that Executive is unable to
                  work) and 50% of Executive's Salary for the three (3) months
                  thereafter; and



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           5.1.2.2. reimbursement pursuant to Sections 4.5 and 4.6, or any other
                  provision hereof, for all expenses incurred but not yet paid.

5.2. TERMINATION BY INTERPHARM FOR CAUSE. Interpharm may terminate the
     Executive's employment hereunder for Cause as provided in this Section 5.2.
     If Interpharm terminates the Executive's employment hereunder for Cause,
     the Executive shall be entitled only to:

           5.2.1. the Executive's accrued and unpaid Salary through the Date of
                  Termination; and

           5.2.2. reimbursement pursuant to Sections 4.5 and 4.6 hereof or any
                  other provision of this Agreement for expenses incurred, but
                  not yet paid prior to such termination of employment.

5.3. TERMINATION WITHOUT CAUSE. Interpharm may terminate the Executive's
     employment hereunder without Cause. If Interpharm terminates the
     Executive's employment hereunder without Cause, other than due to death or
     Disability, the Executive shall be entitled only to the following:

           5.3.1. the Executive's accrued and unpaid Salary through the Date of
                  Termination;

           5.3.2. accrued vacation pay for the year in which the termination
                  occurs; and

           5.3.3. reimbursement pursuant to Sections 4.5 and 4.6 hereof or any
                  other provision of this Agreement for expenses incurred, but
                  not paid prior to such termination of employment; and

5.4. TERMINATION BY EXECUTIVE. Any termination of this Agreement by Executive,
     by formal notice, or failure to perform under this Agreement, shall have
     the same effect as a termination by Interpharm for Cause.

5.5. NOTICE OF TERMINATION. Any termination of the Executive by Interpharm shall
     be communicated by a notice of termination to Executive given in accordance
     with Section 8.3 of this Agreement (the "Notice of Termination"). Such
     notice shall (a) indicate the specific termination provision in this
     Agreement relied upon and (b) if the termination date is other than the
     date of receipt of such notice, specify the dates on which the Executive's
     employment is to be terminated (which date shall not be earlier than the
     date on which such notice is given).

5.6. PAYMENT. Except as otherwise provided in this Agreement, any payments to
     which the Executive shall be entitled under this Section 5, including,
     without limitation, any economic equivalent of any benefit, shall be made
     as promptly as possible following the Date of Termination. If the amount of
     any payment due to the Executive cannot be finally determined within thirty
     (30) days after the Date of Termination, such amount shall be estimated on
     a good faith basis by Interpharm and the estimated amount shall be paid no
     later than thirty (30) days after such Date of Termination. As soon as
     practicable thereafter, the final determination of the amount due shall be
     made and any adjustment requiring a payment to or from the Executive shall
     be made as promptly as practicable.



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6.   EXECUTIVE'S REPRESENTATION. The Executive represents and warrants to
     Interpharm that: (a) he is subject to no contractual, fiduciary or other
     obligation which may affect the performance of his duties under this
     Agreement; and (b) his employment with Interpharm will not require him to
     use or disclose proprietary or confidential information of any other person
     or entity.

7.   NON-COMPETITION: NON-DISCLOSURE.

           7.1.   TRADE SECRETS. Executive acknowledges that his employment
                  position with Interpharm is one of trust and confidence. The
                  Executive further understands and acknowledges that, during
                  the course of the Executive's employment with Interpharm, the
                  Executive will be entrusted with access to certain
                  confidential information, specialized knowledge and trade
                  secrets which belong to Interpharm, or its subsidiaries,
                  including, but not limited to, their methods of operation and
                  developing customer base, its manner of cultivating customer
                  relations, its practices and preferences, current and future
                  market strategies, formulas, patterns, patents, devices,
                  secret inventions, processes, compilations of information,
                  records, and customer lists, all of which are regularly used
                  in the operation of their business and which the Executive
                  acknowledges have been acquired, learned and developed by them
                  only through the expenditure of substantial sums of money,
                  time and effort, which are not readily ascertainable, and
                  which are discoverable only with substantial effort, and which
                  thus are the confidential and the exclusive Property of
                  Interpharm and its subsidiaries (hereinafter "Trade Secrets").
                  The Executive covenants and agrees to use his best efforts and
                  utmost diligence to protect those Trade Secrets from
                  disclosure to third parties. The Executive further
                  acknowledges that, absent the protections afforded Interpharm
                  and its subsidiaries in this paragraph, the Executive would
                  not be entrusted with any of such Trade Secrets. Accordingly,
                  the Executive agrees and covenants (which agreement and
                  covenant shall survive the termination of this Agreement,
                  regardless of the reason) as follows:

           7.1.1. The Executive will at no time take any action or make any
                  statement that will discredit Interpharm, any of its
                  subsidiaries or their products or services.

           7.1.2. During the period of the Executive's employment with
                  Interpharm and for 60 months immediately following the
                  termination of such employment, the Executive will not
                  disclose or reveal to any person, firm or corporation other
                  than in connection with the business of Interpharm and its
                  subsidiaries or as may be required by law, any Trade Secret
                  used or useable by Interpharm or any of its subsidiaries,
                  divisions or affiliated companies (collectively the
                  "Companies") in connection with their respective businesses,
                  known to Executive as a result of his employment by
                  Interpharm, or other relationship with the Companies, and
                  which is not otherwise publicly available. Executive further
                  agrees that during the term of this Agreement and at all times
                  thereafter, he will keep confidential and not disclose or
                  reveal to any person, firm or corporation other than in
                  connection with the business of the Companies or as may be
                  required by applicable law, any information received by him
                  during the course of his employment with regard to the
                  financial, business, or other affairs of the Companies, their
                  respective officers, directors, customers or suppliers which
                  is not publicly available.



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           7.1.3. Upon the termination of the Executive's employment with
                  Interpharm, the Executive will return to Interpharm all
                  documents, customer lists, customer information, product
                  samples, presentation materials, drawing specifications,
                  equipment and other materials relating to the business of any
                  of the Companies, which the Executive hereby acknowledges are
                  the sole and exclusive property of the Companies or any one of
                  them.

           7.1.4. During the term of the Agreement and, subject to the
                  provisions of Subsection 7.1.6 hereof, for a period of 36
                  months immediately following the termination of the
                  Executive's employment with Interpharm, Executive will not:

           7.1.4.1. solicit or accept competing business from any customer of
                  any of the Companies or any person or entity known by the
                  Executive to be or have been, during the term of the
                  Executive's employment with Interpharm, a customer or
                  Prospective Customer (as hereinafter defined) of any of the
                  Companies without the prior written consent of Interpharm;

           7.1.4.2. encourage, request or advise any such customer or
                  prospective customer of any of the Companies to withdraw or
                  cancel any of their business from or with any of the
                  Companies; or

           7.1.4.3. compete, or participate as a shareholder, director, officer,
                  partner (limited or general), trustee, holder of a beneficial
                  interest, employee, agent of or representative in any business
                  competing directly with the Companies without the prior
                  written consent of Interpharm, which may be withheld in
                  Interpharm's sole discretion; provided, however, that nothing
                  contained herein shall be construed to limit or prevent the
                  purchase or beneficial ownership by Executive of less than
                  five percent of any security registered under Section 12 or 15
                  of the Securities Exchange Act of 1934.

           7.1.4.4. The Executive will not during the period of his employment
                  with Interpharm and, subject to the provisions hereof for a
                  period of 36 months immediately following the termination of
                  Executive's employment with Interpharm,

7.1.4.4.1.  conspire with any person employed by any of the Companies with
           respect to any of the matters covered hereunder;



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           7.1.4.4.2. encourage, induce or solicit any person employed by any of
                  the Companies to facilitate the Executive's violation of the
                  covenants contained hereunder;

           7.1.4.4.3. assist any entity to solicit the employment of any
                  employee of any of the Companies; or

           7.1.4.4.4. employ or hire any employee of any of the Companies, or
                  solicit or induce any such person to join the Executive as a
                  partner, investor, coventurer, or otherwise encourage or
                  induce them to terminate their employment with any of the
                  Companies.

7.2. The Executive expressly acknowledges that all of the provisions of this
     Section 7 of this Agreement have been bargained for and the Executive's
     agreement hereto is an integral part of the consideration to be rendered by
     the Executive which justifies the rate and extent of the compensation
     provided for hereunder.

7.3. The Executive acknowledges and agrees that a violation of any one of the
     covenants contained in this Section 7 shall cause irreparable injury to
     Interpharm, that the remedy at law for such a violation would be inadequate
     and that Interpharm shall thus be entitled to injunctive relief to enforce
     that covenant.

7.4. SUCCESSORS.

           7.4.1. THE EXECUTIVE. This Agreement is personal to the Executive
                  and, without the prior express written consent of Interpharm,
                  shall not be assignable by the Executive, except that the
                  Executive's rights to receive any compensation or benefits
                  under this Agreement may be transferred or disposed of
                  pursuant to testamentary disposition, intestate succession or
                  a qualified domestic relations order or in connection with a
                  Disability. This Agreement shall inure to the benefit of and
                  be enforceable by the Executive's estate, heirs,
                  beneficiaries, and/or legal representatives.

           7.4.2. INTERPHARM. This Agreement shall inure to the benefit of and
                  be binding upon Interpharm and its successors and assigns.

8.   MISCELLANEOUS.

           8.1.   APPLICABLE LAW. Except as may be otherwise provided herein,
                  this Agreement shall be governed by and construed in
                  accordance with the laws of the State of New York, applied
                  without reference to principles of conflict of laws.

           8.2.   AMENDMENTS. This Agreement may not be amended or modified
                  otherwise than by a written agreement executed by the parties
                  hereto or their respective successors or legal
                  representatives.



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           8.3.   NOTICES. All notices and other communications hereunder shall
                  be in writing and shall be given by hand-delivery to the other
                  party or by registered or certified mail, return receipt
                  requested, postage prepaid, addressed as follows:

           If to the Executive:


           If to Interpharm:

           Interpharm Holdings, Inc.
           69 Mall Drive
           Commack, NY 11725
           Attn: Munish K. Rametra
           Facsimile: 631-543-3780

           With a copy to:

           Guzov Ofsink, LLC
           600 Madison Avenue, 22nd Floor
           New York, New York 10022
           Facsimile: 212-688-7273

           Or to such other address as either party shall have furnished to the
           other in writing in accordance herewith. Notices and communications
           shall be effective when actually received by the addressee.

8.4. WITHHOLDING. Interpharm may withhold from any amounts payable under the
     Agreement, such federal, state and local income, unemployment, social
     security and similar employment related taxes and similar employment
     related withholdings as shall be required to be withheld pursuant to any
     applicable law or regulation.

8.5. SEVERABILITY. The invalidity or unenforceability of any provision of this
     Agreement shall not affect the validity or enforceability of any other
     provision of this Agreement, and any such provision which is not valid or
     enforceable in whole shall be enforced to the maximum extent permitted by
     law.

8.6. CAPTIONS.The captions of this Agreement are not part of the provisions and
     shall have no force or effect.

8.7. ENTIRE AGREEMENT. This Agreement contains the entire agreement among the
     parties concerning the subject matter hereof and supersedes all prior
     agreements, understandings, discussions, negotiations and undertakings,
     whether written or oral, between the parties with respect thereto.



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8.8. SURVIVORSHIP. The respective rights and obligations of the parties
     hereunder shall survive any termination of this Agreement or the
     Executive's employment hereunder to the extent necessary to the intended
     preservation of such rights and obligations.

8.9. WAIVER. Either Party's failure to enforce any provision or provisions of
     this Agreement shall not in any way be construed as a waiver of any such
     provision or provisions, or prevent that party thereafter from enforcing
     each and every other provision of this Agreement.

8.10.JOINT EFFORTS/COUNTERPARTS. Preparation of this Agreement shall be deemed
     to be the joint effort of the parties hereto and shall not be construed
     more severely against any party. This Agreement may be signed in two or
     more counterparts, each of which shall be deemed an original and all of
     which together shall constitute one and the same instrument.

8.11.REPRESENTATION BY COUNSEL. Each Party hereby represents that it has had the
     opportunity to be represented by legal counsel of its choice in connection
     with the negotiation and execution of this Agreement.

      IN WITNESS WHEREOF, the parties have executed this Agreement as of the day
and year first above written.


                                                  INTERPHARM HOLDINGS, INC.
                                                  a Delaware corporation


                                                  By:        _____________



                                                  Title:







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