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EXHIBIT 10.1

                              EMPLOYMENT AGREEMENT
                              --------------------

      THIS EMPLOYMENT AGREEMENT (this "AGREEMENT") is made and entered into this
8th day of August 2008 by and between Allergy Research Group, Inc., a Florida
corporation (the "COMPANY"), and Manfred Salomon (the "EXECUTIVE").


                                    RECITALS

      THE PARTIES ENTER THIS AGREEMENT on the basis of the following facts,
understandings and intentions:

      A. The Company desires to employ the Executive, and the Executive desires
to accept such employment, on the terms and conditions set forth in this
Agreement.

      B. This Agreement shall be effective immediately and shall govern the
employment relationship between the Executive and the Company from and after the
date of the closing of the merger of Longhorn Acquisition Corp. with and into
the Company (the "EFFECTIVE Date"), and, as of such date, supersedes and negates
all previous agreements and understandings with respect to such relationship.

                                    AGREEMENT

      NOW, THEREFORE, in consideration of the above recitals incorporated herein
and the mutual covenants and promises contained herein and other good and
valuable consideration, the receipt and sufficiency of which are hereby
expressly acknowledged, the parties agree as follows:

1. RETENTION AND DUTIES.

      1.1   RETENTION. The Company does hereby hire, engage and employ the
            Executive for the Period of Employment (as defined in Section 2) on
            the terms and conditions expressly set forth in this Agreement. The
            Executive does hereby accept and agree to such hiring, engagement
            and employment, on the terms and conditions expressly set forth in
            this Agreement.

      1.2   DUTIES. During the Period of Employment, the Executive shall serve
            the Company as its Chief Operating Officer and shall have the
            powers, authorities and duties usually vested in the office of the
            chief operating officer of a company of a similar size and similar
            nature of the Company, and such other powers, authorities and duties
            commensurate with such position as the Company's Board of Directors
            (the "BOARD") may assign from time to time, all subject to the
            directives of the Board and the corporate policies of the Company as
            in effect from time to time (including, without limitation, the
            Company's business conduct and ethics policies, as they may change
            from time to time). During the Period of Employment, the Executive
            shall report to Kenichi Saito and Richard Belenski, or such other
            person or persons as may be designated by the Board in its
            discretion (the "DESIGNATED PERSON").


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      1.3   NO OTHER EMPLOYMENT; MINIMUM TIME COMMITMENT. During the Period of
            Employment, the Executive shall (i) devote substantially all of the
            Executive's business time, energy and skill to the performance of
            the Executive's duties for the Company, (ii) perform such duties in
            a faithful, effective and efficient manner to the best of his
            abilities, and (iii) hold no other employment. The Executive's
            service on the boards of directors (or similar body) of other
            business entities is subject to the approval of the Board. The
            Company shall have the right to require the Executive to resign from
            any board or similar body (including any association, corporate,
            civic or charitable board or similar body) if the Board reasonably
            determines that the Executive's service on such board or body
            interferes with the effective discharge of the Executive's duties
            and responsibilities to the Company or that any business related to
            such service is then in competition with any business of the Company
            or any of its affiliates, successors or assigns.

      1.4   NO BREACH OF CONTRACT. The Executive hereby represents to the
            Company that: (i) the execution and delivery of this Agreement by
            the Executive and the Company and the performance by the Executive
            of the Executive's duties hereunder do not and shall not constitute
            a breach of or conflict with the terms of any other agreement or
            policy to which the Executive is a party or otherwise bound or any
            judgment, order or decree to which the Executive is subject; (ii)
            the Executive has no information (including, without limitation,
            confidential information and trade secrets) relating to any other
            individual or entity which would prevent, or be violated by, the
            Executive entering into this Agreement or carrying out his duties
            hereunder; (iii) the Executive is not bound by any employment,
            consulting, non-compete, confidentiality, trade secret or similar
            agreement (other than this Agreement) with any other entity; and
            (iv) the Executive understands the Company will rely upon the
            accuracy and truth of the representations and warranties of the
            Executive set forth herein and the Executive consents to such
            reliance.

      1.5   LOCATION. The Executive's principal place of employment shall be the
            Company's principal executive office as it may be located from time
            to time. The Executive acknowledges that he will be required to
            travel from time to time in the course of performing his duties for
            the Company.

2.    PERIOD OF EMPLOYMENT. The "PERIOD OF EMPLOYMENT" shall be a period of two
      years commencing on the Effective Date and ending at the close of business
      on the second anniversary of the Effective Date; provided, however, that
      this Agreement and the Period of Employment may be extended by mutual
      written agreement of the Company and the Executive. The term "Period of
      Employment" shall include any extension thereof pursuant to the preceding
      sentence. A decision by either party that the Period of Employment shall
      not be extended or further extended, as the case may be, shall not
      constitute a breach of this Agreement or, in the case of such a decision
      by the Company, constitute Good Reason for purposes of this Agreement.
      Notwithstanding the foregoing, the Period of Employment is subject to
      earlier termination as provided below in this Agreement.

3.    COMPENSATION.

      3.1   BASE SALARY. During the Period of Employment, the Company shall pay
            the Executive a base salary (the "BASE SALARY") in accordance with
            the Company's regular payroll practices in effect from time to time
            but not less frequently than monthly. The Executive's Base Salary
            shall be at an annualized rate of Two Hundred Twenty Thousand
            Dollars ($220,000). The Board (or a committee thereof) may, in its
            sole discretion, increase (but not decrease) the Executive's rate of
            Base Salary. The Board (or committee) shall review the Executive's
            compensation annually in accordance with its established practice.


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      3.2   INCENTIVE BONUS. Commencing with the 2008 fiscal year, the Executive
            shall be eligible to receive an incentive bonus for each fiscal year
            of the Company that occurs during the Period of Employment
            ("INCENTIVE BONUS"). Notwithstanding the foregoing and except as
            otherwise expressly provided in this Agreement, the Executive must
            be employed by the Company at the time the Company pays the
            Incentive Bonus with respect to a particular year generally in order
            to be eligible for an Incentive Bonus with respect to that year. The
            Executive's Incentive Bonus amount for each fiscal year shall be
            determined by the Board (or a committee thereof) in its sole
            discretion based on performance objectives established with respect
            to that particular fiscal year by the Board (or a committee thereof)
            and communicated to the Executive at the beginning of the applicable
            fiscal year; provided, however, that in no event shall the
            Executive's actual Incentive Bonus amount for the Company's 2008
            fiscal year be less than Thirty Thousand Dollars ($30,000) (subject
            to the continued employment requirement set forth above).

4.    BENEFITS.

      4.1   RETIREMENT, WELFARE AND FRINGE BENEFITS. During the Period of
            Employment, the Executive shall be entitled to participate in all
            employee retirement (including but not limited to plans qualified
            under Section 401(k) of the Code), pension and welfare benefit plans
            and programs, and fringe benefit plans and programs, made available
            by the Company to the Company's employees generally, in accordance
            with the eligibility and participation provisions of such plans and
            as such plans or programs may be in effect from time to time;
            provided, however, that the Company shall use its commercially
            reasonable efforts to provide the Executive during the Period of
            Employment (under benefit plans or arrangements maintained by the
            Company immediately prior to the Effective Date or otherwise) with
            benefits that are at least substantially comparable in the aggregate
            to the benefits the Company provided to the Executive immediately
            prior to the Effective Date.

      4.2   REIMBURSEMENT OF BUSINESS EXPENSES. The Executive is authorized to
            incur reasonable expenses in carrying out the Executive's duties for
            the Company under this Agreement and shall be entitled to
            reimbursement for all reasonable business expenses the Executive
            incurs during the Period of Employment in connection with carrying
            out such duties, subject to the Company's expense reimbursement
            policies and any pre-approval policies in effect from time to time.
            Any such reimbursement shall be paid within ninety (90) days after
            the related expense was incurred and shall be subject to the
            Executive's having timely submitted all supporting and other
            documentation required under the Company's expense reimbursement
            policies in effect at the applicable time.

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      4.3   VACATION AND OTHER LEAVE. During the Period of Employment, the
            Executive's annual rate of vacation accrual shall be twenty (20)
            days per year; provided that such vacation shall accrue and be
            subject to the Company's vacation policies (including accrual caps)
            in effect from time to time. The Executive shall also be entitled to
            all other holiday and leave pay generally available to other
            executives of the Company.

5.    TERMINATION.

      5.1   TERMINATION BY THE COMPANY. The Executive's employment by the
            Company, and the Period of Employment, may be terminated at any time
            by the Company: (i) with Cause (as defined in Section 5.5), or (ii)
            without Cause with no less than ninety (90) days advance written
            notice to the Executive (such notice to be delivered in accordance
            with Section 17), or (iii) in the event of the Executive's death, or
            (iv) in the event that the Board determines in good faith that the
            Executive has a Disability (as defined in Section 5.5).

      5.2   TERMINATION BY THE EXECUTIVE. The Executive's employment by the
            Company, and the Period of Employment, may be terminated by the
            Executive with no less than ninety (90) days advance written notice
            to the Company (such notice to be delivered in accordance with
            Section 17); provided, however, that in the case of a termination
            for Good Reason (as defined in Section 5.5), the Executive may
            provide immediate written notice of termination once the applicable
            cure period (as contemplated by the definition of Good Reason) has
            lapsed if the Company has not reasonably cured the circumstances
            that gave rise to the basis for the Good Reason termination.

      5.3   BENEFITS UPON TERMINATION. If the Executive's employment by the
            Company is terminated during the Period of Employment for any reason
            by the Company or by the Executive, or upon or following the
            expiration of the Period of Employment (in any case, the date that
            the Executive's employment by the Company terminates is referred to
            as the "SEVERANCE DATE"), the Company shall have no further
            obligation to make or provide to the Executive, and the Executive
            shall have no further right to receive or obtain from the Company,
            any payments or benefits except as follows:

            (a) The Company shall pay the Executive (or, in the event of his
            death, the Executive's estate) any Accrued Obligations (as such term
            is defined in Section 5.5);

            (b) If, during the Period of Employment, the Executive's employment
            with the Company terminates as a result of either (i) a termination
            by the Company without Cause pursuant to Section 5.1(ii) or (ii) a
            termination by the Executive for Good Reason, the Executive shall be
            entitled to (in addition to the Accrued Obligations), subject to the
            following provisions of this Section 5.3 and Section 5.4 and subject
            to tax withholding and other authorized deductions, an amount equal
            to the Base Salary that the Executive would have been entitled to
            receive for the period commencing on the Severance Date and ending
            on the second anniversary of the Effective Date, or with respect to
            any renewal period from the commencement of the Severance Date to
            the end of the renewal period (the "SEVERANCE PERIOD"), had the
            Executive continued to be employed with the Company throughout such
            period at the annualized rate in effect on the Severance Date (the
            "SEVERANCE BENEFIT"). The Severance Benefit shall be paid in
            substantially equal installments in accordance with the Company's
            standard payroll practices over a number of months equal to the
            number of months in the Severance Period, with the first such
            installment payable, subject to Section 5.7, in the month following
            the month in which the Executive's Separation from Service (as
            defined in Section 5.5) occurs. The Company shall also promptly pay
            to the Executive any Incentive Bonus that would otherwise be paid to
            the Executive had his employment not terminated with respect to any
            fiscal year that ended before the Severance Date, to the extent not
            theretofore paid.


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            (c) Notwithstanding the foregoing provisions of this Section 5.3, if
            the Executive breaches his obligations under Section 6 at any time,
            from and after the date of such breach and not in any way in
            limitation of any right or remedy otherwise available to the
            Company, the Company will no longer be obligated to pay any
            remaining unpaid amount contemplated by Section 5.3(b); provided
            that, if the Executive provides the release contemplated by Section
            5.4, in no event shall the Executive be entitled to benefits
            pursuant to Section 5.3(b) of less than $5,000, which amount the
            parties agree is good and adequate consideration, in and of itself,
            for the Executive's release contemplated by Section 5.4.

            (d) The foregoing provisions of this Section 5.3 shall not affect:
            (i) the Executive's receipt of benefits otherwise due terminated
            employees under group insurance coverage consistent with the terms
            of the Company's welfare benefit plans; (ii) the Executive's rights
            under COBRA to continue participation in health insurance coverage;
            or (iii) the Executive's receipt of benefits otherwise due in
            accordance with the terms of the Company's 401(k) plan (if any).

      5.4   RELEASE; EXCLUSIVE REMEDY.

            (a) This Section 5.4 shall apply notwithstanding anything else
            contained in this Agreement to the contrary. As a condition
            precedent to any Company obligation to the Executive pursuant to
            Section 5.3(b), the Executive shall, upon or promptly following his
            last day of employment with the Company, provide the Company with a
            valid, executed general release agreement in a form acceptable to
            the Company, and such release agreement shall have not been revoked
            by the Executive pursuant to any revocation rights afforded by
            applicable law.

            (b) The Executive agrees that the payments and benefits contemplated
            by Section 5.3 shall constitute the exclusive and sole remedy for
            any termination of his employment and the Executive covenants not to
            assert or pursue any other remedies, at law or in equity, with
            respect to any termination of employment. The Company and the
            Executive acknowledge and agree that there is no duty of the
            Executive to mitigate damages under this Agreement. The Executive
            agrees to resign, on the Severance Date, as an officer and director
            of the Company and any affiliate of the Company, and as a fiduciary
            of any benefit plan of the Company or any affiliate of the Company,
            and to promptly execute and provide to the Company any further
            documentation, as requested by the Company, to confirm such
            resignation.


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      5.5   CERTAIN DEFINED TERMS.

            (a) As used herein, "ACCRUED OBLIGATIONS" means (i) any Base Salary
            that had accrued but had not been paid (including accrued and unpaid
            vacation time) on or before the Severance Date; and (ii) any
            reimbursement due to the Executive pursuant to Section 4.2 for
            expenses reasonably incurred by the Executive on or before the
            Severance Date.

            (b) As used herein, "CAUSE" shall mean, as reasonably determined by
            the Board (excluding the Executive, if he is then a member of the
            Board) based on the information then known to it, that one or more
            of the following has occurred and, with respect to items (iii) and
            (iv) below, has not been cured within thirty (30) days following the
            Executive's receipt of notice thereof from the Board: (i) the
            Executive is convicted of, or has pled guilty or NOLO CONTENDERE to,
            a felony (under the laws of any relevant jurisdiction); (ii) the
            Executive has engaged in acts of fraud, dishonesty or other acts of
            willful misconduct in the course of his duties hereunder; (iii) the
            Executive willfully fails to perform or uphold his duties under this
            Agreement and/or willfully fails to comply with reasonable
            directives of the Board; or (iv) a breach by the Executive of any
            provision of this Agreement or any material breach by the Executive
            of any other contract he is a party to with the Company or any of
            its affiliates.

            (c) As used herein, "DISABILITY" shall mean a physical or mental
            impairment which has been determined by a medical professional
            selected by the Board and agreed to by the Executive to render the
            Executive unable to perform the essential functions of his
            employment with the Company, even with reasonable accommodation that
            does not impose an undue hardship on the Company, for more than 180
            days in any 12-month period, unless a longer period is required by
            federal or state law, in which case that longer period would apply.

            (d) As used herein, a "SEPARATION FROM SERVICE" occurs when the
            Executive dies, retires, or otherwise has a termination of
            employment with the Company that constitutes a "separation from
            service" within the meaning of Treasury Regulation Section
            1.409A-1(h)(1), without regard to the optional alternative
            definitions available thereunder.

            (e) As used herein, "GOOD REASON" means the occurrence (without the
            Executive's consent) of one or more of the following: (i) a
            requirement that the Executive report to anyone other than a member
            of the Board; (ii) a reduction by the Company in the Executive's
            Base Salary as set forth in Section 3.1; (iii) a relocation of the
            Executive's principal office with the Company to a new location that
            is more than fifty (50) miles from the current location of the
            Company's executive offices in Alameda, California; (iv) a failure
            by the Company to require any successor to expressly assume and
            perform its obligations hereunder in the same manner and to the same
            extent the Company would be required to perform such obligations as
            provided in Section 8 hereof; and (v) a material breach by the
            Company of this Agreement; provided, however, that any such
            condition or conditions, as applicable, shall not constitute Good
            Reason unless both (x) the Executive provides written notice to the
            Company of the condition claimed to constitute Good Reason within
            sixty (60) days of the initial existence of such condition(s) (such
            notice to be delivered in accordance with Section 17), and (y) the
            Company fails to remedy such condition(s) within thirty (30) days of
            receiving such written notice thereof.


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      5.6   NOTICE OF TERMINATION. Any termination of the Executive's employment
            under this Agreement shall be communicated by written notice of
            termination from the terminating party to the other party. This
            notice of termination must be delivered in accordance with Section
            17 and must indicate the specific provision(s) of this Agreement
            relied upon in effecting the termination.

      5.7   SECTION 409A. If the Executive is a "specified employee" within the
            meaning of Treasury Regulation Section 1.409A-1(i) as of the date of
            the Executive's Separation from Service, the Executive shall not be
            entitled to any payment or benefit pursuant to Section 5.3(b) until
            the earlier of (i) the date which is six (6) months after his or her
            Separation from Service for any reason other than death, or (ii) the
            date of the Executive's death. The provisions of this paragraph
            shall only apply if, and to the extent, required to avoid the
            imputation of any tax, penalty or interest pursuant to Section 409A
            of the Code. Any amounts otherwise payable to the Executive upon or
            in the six (6) month period following the Executive's Separation
            from Service that are not so paid by reason of this Section 5.7
            shall be paid (without interest) as soon as practicable (and in all
            events within thirty (30) days) after the date that is six (6)
            months after the Executive's Separation from Service (or, if
            earlier, as soon as practicable, and in all events within thirty
            (30) days, after the date of the Executive's death).

6.    PROTECTIVE COVENANTS.

      6.1   CONFIDENTIAL INFORMATION. As a material part of the consideration
            for the Company's commitment to the terms of this Agreement, the
            Executive hereby agrees that the Executive will not at any time
            (whether during or after the Executive's employment with the
            Company), other than in the course of the Executive's duties
            hereunder, disclose or use for the Executive's own benefit or
            purposes or the benefit or purposes of any other person, firm,
            partnership, joint venture, association, corporation or other
            business organization, entity or enterprise, any trade secrets, or
            other confidential data or information relating to customers,
            development programs, costs, marketing, trading, investment, sales
            activities, promotion, credit and financial data, financing methods,
            or plans of and specific to the Company or any of its affiliates
            (collectively, "CONFIDENTIAL INFORMATION"); PROVIDED, HOWEVER, that
            the foregoing shall not apply to information which is generally
            known to the industry or the public, other than as a result of the
            Executive's breach of this covenant. The Executive further agrees
            that the Executive will not retain or use for his account, at any
            time, any trade names, trademark or other proprietary business
            designation used or owned in connection with the business of the
            Company or any of its affiliates. Notwithstanding the foregoing,
            this Section 6.1 shall not apply when (i) disclosure of Confidential
            Information is required by law or by any court, arbitrator, mediator


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            or administrative or legislative body (including any committee
            thereof) with apparent jurisdiction to order the Executive to
            disclose or make available such information (provided, however, that
            the Executive shall immediately notify the Company in writing upon
            receiving a request for such information), or (ii) with respect to
            any other litigation, arbitration or mediation involving this
            Agreement, including but not limited to enforcement of this
            Agreement. The Executive shall promptly deliver to the Company upon
            the termination of Executive's employment with the Company, for any
            reason, or any time the Company may so request, all memoranda,
            notes, records, reports, manuals, charts, and any other documents of
            a confidential nature belonging to the Company or its affiliates,
            including all copies, wherever and however located, including
            electronically, of such materials which the Executive may then
            possess or have under the Executive's control. Upon termination of
            the Executive's employment with the Company, the Executive shall not
            take any document, data, or other material of any nature containing
            or pertaining to the proprietary information of the Company or any
            of its affiliates.

      6.2   RESTRICTION ON COMPETITION. The Executive agrees that if the
            Executive were to become employed by, or substantially involved in,
            the business of a competitor of the Company or any of its affiliates
            during the period following the Severance Date, it would be very
            difficult for the Executive not to rely on or use the Company's and
            its affiliates' trade secrets and confidential information. Thus, to
            avoid the inevitable disclosure of the Company's and its affiliates'
            trade secrets and confidential information, and to protect such
            trade secrets and confidential information and the Company's and its
            affiliates' relationships and goodwill with customers, during the
            Period of Employment and, if the Executive becomes entitled to any
            Severance Benefit pursuant to Section 5.3(b), continuing through the
            end of the Severance Period, the Executive will not directly or
            indirectly through any other person engage in, enter the employ of,
            render any services to, have any ownership interest in, nor
            participate in the financing, operation, management or control of,
            any Competing Business. For purposes of this Agreement, the phrase
            "directly or indirectly through any other person engage in" shall
            include, without limitation, any direct or indirect ownership or
            profit participation interest in such enterprise, whether as an
            owner, stockholder, member, partner, joint venturer or otherwise,
            and shall include any direct or indirect participation in such
            enterprise as an employee, consultant, director, officer, licensor
            of technology or otherwise. For purposes of this Agreement,
            "COMPETING BUSINESS" means a person or entity anywhere in the
            continental United States and elsewhere in the world where the
            Company and its affiliates engage in business, or, to the
            Executive's knowledge on the Severance Date, reasonably anticipate
            engaging in business, on the Severance Date (the "RESTRICTED Area")
            that at any time during the Period of Employment has competed, or at
            any time during the six (6) month period following the Severance
            Date competes, with the Company or any of its affiliates in any
            business related to research, development, manufacture, distribution
            and sale of vitamins, minerals, health and nutritional supplements,
            sports nutrition products, herbal teas and natural health and beauty
            care products and such other businesses as the Company is engaged in
            on the Severance Date. Nothing herein shall prohibit the Executive
            from being a passive owner of not more than 2% of the outstanding
            stock of any class of a corporation which is publicly traded, so
            long as the Executive has no active participation in the business of
            such corporation.


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      6.3   NON-SOLICITATION OF EMPLOYEES AND CONSULTANTS. During the Period of
            Employment and continuing through the later of the end of the Period
            of Employment (as extended by any renewal period) and the second
            anniversary of the Effective Date (the "RESTRICTED PERIOD"), the
            Executive will not directly or indirectly through any other
            individual or entity induce or attempt to induce any employee or
            independent contractor of the Company or any of its affiliates to
            leave the employ or service, as applicable, of the Company or such
            affiliate, or in any way interfere with the relationship between the
            Company or any such affiliate, on the one hand, and any employee or
            independent contractor thereof, on the other hand.

      6.4   NON-SOLICITATION OF CUSTOMERS. During the Restricted Period, the
            Executive will not directly or indirectly through any other
            individual or entity influence or attempt to influence customers,
            vendors, suppliers, licensors, lessors, joint venturers, associates,
            consultants, agents, or partners of the Company or any of its
            affiliates to divert their business away from the Company or such
            affiliate, and the Executive will not otherwise interfere with,
            disrupt or attempt to disrupt the business relationships,
            contractual or otherwise, between the Company or any affiliate of
            the Company, on the one hand, and any of its or their customers,
            suppliers, vendors, lessors, licensors, joint venturers, associates,
            officers, employees, consultants, managers, partners, members or
            investors, on the other hand; provided, a customer's purchase of
            products from a future employer of the Executive shall not, by
            itself and without any solicitation by the Executive, be considered
            as diversion of business under this Section 6.4.

      6.5   UNDERSTANDING OF COVENANTS. The Executive acknowledges that, in the
            course of his employment with the Company and/or its affiliates and
            their predecessors, he has become familiar, or will become familiar,
            with the Company's and its affiliates' and their predecessors' trade
            secrets and with other confidential and proprietary information
            concerning the Company, its affiliates and their respective
            predecessors and that his services have been and will be of special,
            unique and extraordinary value to the Company and its affiliates.
            The Executive agrees that the foregoing covenants set forth in this
            Section 6 (together, the "RESTRICTIVE COVENANTS") are reasonable and
            necessary to protect the Company's and its affiliates' trade secrets
            and other confidential and proprietary information. The Executive
            represents that he has carefully considered the Restrictive
            Covenants, agrees to the reasonableness of the length of time, scope
            and geographic coverage, as applicable, of the Restrictive
            Covenants, and (iii) agrees that the Restrictive Covenants will
            continue in effect for the applicable periods set forth above in
            this Section 6, regardless of whether the Executive is then entitled
            to receive severance pay or benefits from the Company. The Executive
            agrees that the Restrictive Covenants do not confer a benefit upon
            the Company disproportionate to the detriment of the Executive.


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      6.6   ENFORCEMENT. The Executive agrees that the Executive's services are
            unique and that he has access to Confidential Information.
            Accordingly, the Executive agrees that a material breach by the
            Executive of any of the Restrictive Covenants may cause immediate
            and irreparable harm to the Company that would be difficult or
            impossible to measure, and that damages to the Company for any such
            injury would therefore be an inadequate remedy for any such breach.
            Accordingly, the Executive agrees that if he materially breaches any
            term of this Section 6, the Company shall be entitled, in addition
            to and without limitation upon all other remedies the Company may
            have under this Agreement, at law or otherwise, to obtain injunctive
            or other appropriate equitable relief to restrain any such breach
            upon a showing by the Company of the legal requirements to obtain
            such relief. The Executive further agrees that the applicable period
            of time any Restrictive Covenant is in effect following the
            Severance Date, as determined pursuant to the foregoing provisions
            of this Section 6, shall be extended by the same amount of time that
            Executive is in breach of any Restrictive Covenant.

7.    WITHHOLDING TAXES. Notwithstanding anything else herein to the contrary,
      the Company may withhold (or cause there to be withheld, as the case may
      be) from any amounts otherwise due or payable under or pursuant to this
      Agreement such federal, state and local income, employment, or other taxes
      as may be required to be withheld pursuant to any applicable law or
      regulation.

8.    SUCCESSORS AND ASSIGNS. This Agreement is personal in its nature and
      neither of the parties hereto shall, without the consent of the other,
      assign or transfer this Agreement or any rights or obligations hereunder;
      provided, however, that in the event of a merger, consolidation, or
      transfer or sale of all or substantially all of the assets of the Company
      with or to any other individual(s) or entity, this Agreement shall,
      subject to the provisions hereof, be binding upon and inure to the benefit
      of such successor and such successor shall discharge and perform all the
      promises, covenants, duties, and obligations of the Company hereunder.

9.    NUMBER AND GENDER. Where the context requires, the singular shall include
      the plural, the plural shall include the singular, and any gender shall
      include all other genders.

10.   SECTION HEADINGS. The section headings of, and titles of paragraphs and
      subparagraphs contained in, this Agreement are for the purpose of
      convenience only, and they neither form a part of this Agreement nor are
      they to be used in the construction or interpretation thereof.

11.   GOVERNING LAW. This Agreement will be governed by and construed in
      accordance with the laws of the state of California, without giving effect
      to any choice of law or conflicting provision or rule (whether of the
      state of California or any other jurisdiction) that would cause the laws
      of any jurisdiction other than the state of California to be applied.

12.   SEVERABILITY. It is the desire and intent of the parties hereto that the
      provisions of this Agreement be enforced to the fullest extent permissible
      under the laws and public policies applied in each jurisdiction in which
      enforcement is sought. Accordingly, if any particular provision of this
      Agreement shall be adjudicated by a court of competent jurisdiction to be
      invalid, prohibited or unenforceable under any present or future law, and
      if the rights and obligations of any party under this Agreement will not
      be materially and adversely affected thereby, such provision, as to such
      jurisdiction, shall be ineffective, without invalidating the remaining
      provisions of this Agreement or affecting the validity or enforceability
      of such provision in any other jurisdiction, and to this end the
      provisions of this Agreement are declared to be severable; furthermore, in
      lieu of such invalid or unenforceable provision there will be added
      automatically as a part of this Agreement, a legal, valid and enforceable
      provision as similar in terms to such invalid or unenforceable provision
      as may be possible. Notwithstanding the foregoing, if such provision could
      be more narrowly drawn (as to geographic scope, period of duration or
      otherwise) so as not to be invalid, prohibited or unenforceable in such
      jurisdiction, it shall, as to such jurisdiction, be so narrowly drawn,
      without invalidating the remaining provisions of this Agreement or
      affecting the validity or enforceability of such provision in any other
      jurisdiction.


                                       10
<PAGE>

13.   ENTIRE AGREEMENT. This Agreement embodies the entire agreement of the
      parties hereto respecting the matters within its scope. This Agreement
      supersedes all prior and contemporaneous agreements of the parties hereto
      that directly or indirectly bears upon the subject matter hereof. There
      are no representations, warranties, or agreements, whether express or
      implied, or oral or written, with respect to the subject matter hereof,
      except as expressly set forth herein.

14.   MODIFICATIONS. This Agreement may not be amended, modified or changed (in
      whole or in part), except by a formal, definitive written agreement
      expressly referring to this Agreement, which agreement is executed by both
      of the parties hereto.

15.   WAIVER. Neither the failure nor any delay on the part of a party to
      exercise any right, remedy, power or privilege under this Agreement shall
      operate as a waiver thereof, nor shall any single or partial exercise of
      any right, remedy, power or privilege preclude any other or further
      exercise of the same or of any right, remedy, power or privilege, nor
      shall any waiver of any right, remedy, power or privilege with respect to
      any occurrence be construed as a waiver of such right, remedy, power or
      privilege with respect to any other occurrence. No waiver shall be
      effective unless it is in writing and is signed by the party asserted to
      have granted such waiver.

16.   ARBITRATION. Except as provided in Section 6.6, Executive and the Company
      agree that any controversy arising out of or relating to this Agreement,
      its enforcement or interpretation, or because of an alleged breach,
      default, or misrepresentation in connection with any of its provisions, or
      any other controversy arising out of Executive's employment, including,
      but not limited to, any state or federal statutory claims, shall be
      submitted to arbitration in San Francisco, California, before a sole
      arbitrator (the "ARBITRATOR") selected from the American Arbitration
      Association, as the exclusive forum for the resolution of such dispute;
      provided, however, that provisional injunctive relief may, but need not,
      be sought by either party to this Agreement in a court of law while
      arbitration proceedings are pending, and any provisional injunctive relief
      granted by such court shall remain effective until the matter is finally
      determined by the Arbitrator. Final resolution of any dispute through
      arbitration may include any remedy or relief which the Arbitrator deems
      just and equitable, including any and all remedies provided by applicable
      state or federal statutes. At the conclusion of the arbitration, the
      Arbitrator shall issue a written decision that sets forth the essential
      findings and conclusions upon which the Arbitrator's award or decision is
      based. Any award or relief granted by the Arbitrator hereunder shall be
      final and binding on the parties hereto and may be enforced by any court
      of competent jurisdiction. The parties acknowledge and agree that they are
      hereby waiving any rights to trial by jury in any action, proceeding or
      counterclaim brought by either of the parties against the other in
      connection with any matter whatsoever arising out of or in any way
      connected with this Agreement or Executive's employment. The parties agree
      that the Company shall be responsible for payment of the forum costs of
      any arbitration hereunder, including the Arbitrator's fee, but that each
      party shall bear its own attorneys fees and other expenses.


                                       11
<PAGE>

17.   NOTICES. Any notice provided for in this Agreement must be in writing and
      must be either personally delivered, transmitted via telecopier, mailed by
      first class mail (postage prepaid and return receipt requested) or sent by
      reputable overnight courier service (charges prepaid) to the recipient at
      the address below indicated or at such other address or to the attention
      of such other person as the recipient party has specified by prior written
      notice to the sending party. Notices will be deemed to have been given
      hereunder and received when delivered personally, when received if
      transmitted via telecopier, five days after deposit in the U.S. mail and
      one day after deposit with a reputable overnight courier service.

            (i)      if to the Company, to:

                     c/o Country Life LLC
                     180 Vanderbilt Motor Parkway
                     Hauppauge, New York 11788
                     Attention:  Richard Belenski

                     with a copy to:

                     O'Melveny & Myers LLP
                     275 Battery Street, Suite 2600
                     San Francisco, California 94111
                     Attn: Michael J. Kennedy, Esq. and Eric C. Sibbitt, Esq.

            (ii) if to Executive, to Executive's last known address as reflected
on the books and records of the Company.

18.   COUNTERPARTS. This Agreement may be executed in any number of
      counterparts, each of which shall be deemed an original as against any
      party whose signature appears thereon, and all of which together shall
      constitute one and the same instrument. This Agreement shall become
      binding when one or more counterparts hereof, individually or taken
      together, shall bear the signatures of all of the parties reflected hereon
      as the signatories. Photographic copies of such signed counterparts may be
      used in lieu of the originals for any purpose.

19.   LEGAL COUNSEL; MUTUAL DRAFTING. Each party recognizes that this is a
      legally binding contract and acknowledges and agrees that they have had
      ample opportunity to consult with legal counsel of their choice. Each
      party has cooperated in the drafting, negotiation and preparation of this
      Agreement. Hence, in any construction to be made of this Agreement, the
      same shall not be construed against either party on the basis of that
      party being the drafter of such language. The Executive agrees and
      acknowledges that he has read and understands this Agreement, is entering
      into it freely and voluntarily, and has been advised to seek counsel prior
      to entering into this Agreement.


                                       12
<PAGE>

      IN WITNESS WHEREOF, the Company and the Executive have executed this
Agreement as of the Effective Date.

                                       "COMPANY"

                                       Allergy Research Group, Inc.,
                                       a Florida corporation

                                       By:  /S/ STEPHEN A. LEVINE
                                            ----------------------------------
                                       Name: Dr. Stephen A. Levine
                                       Title: Chairman, Chief Executive Officer
                                              and Chief Financial Officer


                                       "EXECUTIVE"


                                       /s/ Manfred Salomon
                                       ---------------------------------------
                                       Manfred Salomon



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