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                                                                   EXHIBIT 10.24


                         EXECUTIVE EMPLOYMENT AGREEMENT

         THIS EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is made and entered
into as of December 1, 2000 by and between, Samuel Gulko, currently residing at
10562 Grove Oak Drive Santa Ana, California 92705 (hereinafter referred to as
"Executive"), and NeoTherapeutics, Inc. (hereinafter referred to as
"Corporation").

         WHEREAS:

         A. The Corporation is a corporation organized under the laws of the
            State of Delaware, and is engaged in the business of developing and
            manufacturing pharmaceutical products and services; and

         B. Executive is a person whose skills, experience and training are
            required by the Corporation; and

         C. Executive wishes to accept the employment offered by the Corporation
            on the terms and conditions hereinafter set forth.

         NOW, THEREFORE, the parties hereto, intending to be legally bound, do
hereby agree as follows:

1. EMPLOYMENT

         1.1 Position and Duties

             The Corporation does hereby employ Executive and Executive hereby
         accepts such employment as Senior Vice President of Finance, Chief
         Financial Officer, Secretary and Treasurer of Corporation upon the
         terms and provisions set forth in this Agreement. Executive shall
         report to the Chief Executive Officer of the Corporation subject to the
         directions of the Chief Executive Officer. Executive shall devote his
         full working time and effort to the business and affairs of the
         Corporation as necessary to faithfully discharge the duties and
         responsibilities of his office.

             Executive may participate in other business and act as a director
         of any profit or nonprofit corporation, so long as such activity is not
         competitive with the business of the Corporation in any material
         respect and does not materially detract from the performance of his
         duties as a full time executive of the Corporation.

2. TERM

         This Agreement shall continue in full force and effective for a period
(the "Term") which shall commence as of December 1, 2000 (the "effective date")
and shall continue until December 31, 2002 unless sooner terminated as hereafter
provided. Thereafter, this Agreement will automatically renew for one (1) year
periods, unless either party gives to the other written notice at least ninety
(90) days prior to the commencement of the next year, of such party's intent not
to renew this Agreement.

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3. COMPENSATION

         3.1 Base Salary

             As compensation for the services to be performed by Executive
         during the continuance of this Agreement, the Corporation shall pay
         Executive a base salary of not less than $200,000 per year for each
         year of his employment hereunder, payable in accordance with
         Corporation practices in effect from time to time, but not less often
         than monthly (the "Base Salary"). Base Salary shall be payable in
         substantially equal installments and reduced on a pro rata basis for
         any fraction of a year or month during which Executive is not so
         employed.

         3.2 Bonus

             The Board of Directors of the Corporation may, at its sole
         discretion, award bonuses of cash or stock from time to time. Any such
         Bonus earned by Executive shall be paid at least annually within ninety
         (90) days after the conclusion of the Corporation's fiscal year or,
         upon mutual agreement of the parties, in another fashion.

         3.3 Additional Benefits

             Executive shall be entitled to all rights and benefits for which
         Executive is otherwise entitled under any pension plan, profit sharing
         plan, life, medical, dental, or benefit the Corporation may provide for
         senior executives generally and for employees of the Corporation
         generally from time to time in effect during the term of this Agreement
         (collectively, "Additional Benefits"). Executive shall receive
         participation in the Executive Medical Plan and shall commence such
         participation immediately.

         3.4 Stock Options

             As an additional element of compensation to Executive in
         consideration of the services to be rendered hereunder, Employer shall
         grant to Executive options to acquire shares of Corporation's common
         stock at the sole discretion of the Board of Directors as follows:

                 (A) The specific terms of stock options awarded to Executive
             shall be as set forth in the separate option agreements. To the
             extent that Corporation does not have available options in its
             option plans to grant to Executive as contractually committed
             hereinabove, Corporation agrees to amend its plans and/or adopt new
             plans as promptly as possible to provide


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             sufficient options for such option grants. Corporation shall use
             its best efforts to prepare and submit for approval by its
             directors and its stockholders at the 2001 Annual Meeting of
             Stockholders a new option plan which would provide sufficient
             options to allow Corporation to meet its contractual obligations to
             Executive herein and to provide for potential grants of stock
             options to other key employees.

                 (B) Executive shall be considered for additional grants of
             options, SAR's, phantom stock rights and any similar option or
             securities compensation when and as such grants are considered for
             other executives or employees of the Corporation, but any grant is
             wholly at the discretion of the Board.

                 (C) For all purposes of this Agreement, a "change of control"
             shall mean and shall be deemed to have occurred if:

                     (1) There shall be consummated (x) any consolidation or
                 merger of the Corporation with another corporation or entity
                 and as a result of such consolidation or merger, a majority of
                 the outstanding voting securities of the surviving or resulting
                 corporation or entity shall be owned in the aggregate by
                 persons who were not stockholders of the Corporation prior to
                 the merger or consolidation (excluding the affiliates of the
                 acquiror who acquired their shares within one hundred eighty
                 (180) days prior to such merger or transfer (or in one
                 transaction or a series of related transactions) of all, or
                 substantially all, of the assets of the Corporation, or

                     (2) The stockholders of the Corporation shall have approved
                 any plan or proposal for the liquidation or dissolution of the
                 Corporation; or

                     (3) Any "person" (as such term is used in the Sections
                 13(d) and 14 (d) (2) of the Securities Exchange Act of 1934),
                 shall have become the beneficial owner (within the meaning of
                 Rule 13d-3 under the Exchange Act) of forty percent (40%) or
                 more of the Corporation's outstanding common stock, without the
                 prior approval of the Board, or

                     (4) During any period of two (2) consecutive years,
                 individuals who at the beginning of such period constituted the
                 entire Board of Directors shall have ceased for any reason to
                 constitute a majority thereof unless the election, or the
                 nomination for election by the Corporation's stockholders, of
                 each new Director was approved by vote of the Directors then
                 still in office who were Directors at the beginning of the
                 period.


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                 (D) Retirement of Executive

                     Any options held by Executive will become fully vested at
                 the time that Executive terminates employment due to his
                 retirement. Retirement is defined as the voluntary termination
                 of employment by the Executive as a result of the Executive
                 having reached the retirement age as established by the
                 Corporation or age 65, whichever occurs first or, subsequent to
                 thereto, voluntarily terminates his employment.

         3.5 Periodic Review

             The Corporation shall review Executive's Base Salary bonus, Stock
         Options, and Additional Benefits then being provided to Executive not
         less frequently than every twelve (12) months. Following such review,
         the Corporation may, in its discretion, increase the Base Salary, award
         a Bonus, grant Stock Options and Additional Benefits.

         3.6 Reimbursements

             3.6.1 General. Subject to approval of his/her superior, Executives
         shall be promptly reimbursed by the Corporation for amounts actually
         expended by Executive in the course of performing duties for the
         Corporation where Executive tenders receipts or other documentation
         reasonably substantiating the amounts as required by the Corporation.
         As a condition of employment hereunder, Executive shall entertain
         business prospects, provide and maintain an appropriate automobile,
         maintain and improve Executive's professional skills by participating
         in continuing education courses and seminars, and maintain memberships
         in civic groups and professional societies and Corporation agrees to
         reimburse Executive therefore consistent with criteria under the
         Internal Revenue Code, subject to approval by their superior.

             3.6.2 Business Expenses. During the term of this Agreement to the
         extent that such expenditures satisfy the criteria under the Internal
         Revenue Code for deductibility by the Corporation (whether or not fully
         deductible by the Corporation) for federal income tax purposes as
         ordinary and necessary business expenses, Corporation agrees to and
         shall reimburse Executive promptly for all reasonable business
         expenditures including travel, entertainment, parking, business
         meetings, professional dues and the costs of and dues associated with
         maintaining club memberships and expenses of education, made or
         substantiated in accordance with policies, practices and procedures
         established from time to time by the Corporation generally with respect
         to other senior executives/managers and other employees of the
         Corporation and incurred in the pursuit and furtherance of the
         Corporation's business and good will.


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             3.6.3 Travel. In connection with any travel by Executive in the
         performance of his duties hereunder, Corporation shall advance to
         Executive an amount equivalent to the reasonable and necessary expenses
         of such travel and appropriate to Executive's position in Corporation
         pursuant to the policies and procedures established for this purpose by
         the Corporation.

             3.6.4 Entertainment. Executive shall be expected to entertain those
         with whom the Corporation conducts business both at Executives' home
         and at public restaurants, etc. The Corporation shall pay Executive for
         or promptly reimburse Executive for the reasonable and necessary costs
         of such entertainment.

             3.6.5 Credit Cards. To Assist Executive in the performance of his
         duties, Corporation shall provide Executive with a Corporation credit
         card or cards for use in paying for any and all reimbursable expenses.

         3.7 Deductions

             There shall be deducted from Executive's gross compensation
         appropriate amounts for standard employee deductions (e.g., income tax
         withholding, social security and state disability insurance) and any
         other amounts authorized for deduction by Executive.

4. VACATION

         Executive shall be entitled to not less than four weeks per year of
paid vacation for each twelve (12) month period of employment which shall accrue
on a pro rata basis from the date employment commences under this Agreement.
Subject to the foregoing minimum vacation, Executive shall be entitled to paid
vacation, holidays and leave time in accordance with the plans, policies,
programs and practices in effect generally with respect to other senior
employees of the Corporation. Executive shall not forfeit or cease to accrue any
paid vacation, if he is unable to or does not use it, in any year or period of
years during the term hereof, or any extensions thereof.

5. INDEMNIFICATION

         The Corporation shall, to the maximum extent permitted by law,
indemnify and hold Executive harmless from and against any expenses, including
reasonable attorney's fees, judgements, fines, settlements and other amounts
actually and reasonably incurred in connection with any proceeding arising out
of, or related to, Executive's employment by the Corporation. The Corporation
shall advance to Executive any expenses, including reasonable attorneys' fees
and costs of settlement, reasonably incurred in defending any such proceeding to
the maximum extent permitted by law. The Corporation will include Executive
under all directors' and officers' liability insurance policies and will use its
best efforts to maintain existing coverage levels, assuming continuation of
insurance availability at commercially reasonable rates.



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6. TERMINATION OF EMPLOYMENT

         Employment shall terminate upon the occurrence of any of the following
events:

         6.1 Expiration of Term

             Upon at least ninety (90) days prior written notice by Corporation
         to Executive terminating this Agreement prior to the expiration of the
         original term or an extended term as specified in Section 2; upon such
         termination, Executive shall be entitled to the compensation provided
         in paragraph 6.4 payable as provided therein.

         6.2 Mutual Agreement

             Whenever the Corporation and Executive mutually agree in writing to
         termination;

         6.3 Termination for Cause

             At any time for cause. For purposes of this Agreement,"cause" shall
         be defined as any of the following, provided however, that the board of
         directors of the Corporation by a duly adopted resolution has
         determined the presence of such cause in good faith: (i) Executive's
         material breach of any of his duties and responsibilities under this
         Agreement (other than as a result of incapacity due to disability);
         (ii) Executive's conviction by, or entry of a plea of guilty in, a
         court of competent jurisdiction for a felony; or, (iii) Executive's
         commission of an act of fraud or willful misconduct or gross negligence
         in the performance of his duties.

             Not withstanding the foregoing, Executive shall not be terminated
         for "cause pursuant to the clauses above, unless and until Executive
         has received notice of the proposed termination for cause including
         details on the bases for such termination and has had an opportunity to
         be heard before at least a majority of members of the board of
         directors of the Corporation. Executive shall be deemed to have had
         such an opportunity if written or telephonic notice is given at least
         ten (10) days in advance of a meeting.

         6.4 Termination without Cause

             Without cause. Notwithstanding any other provision of this section,
         the Corporation shall have the right to terminate Executive's
         employment with the Corporation without cause at any time, but any such
         termination shall be without prejudice to Executive's rights to receive
         Base Salary and Additional Benefits provided; under this Agreement for
         two (2) years and, except as provided in the proviso below, Executive
         shall be vested in all options granted to him, and shall have one (1)
         month for each month of Executive's tenure, with a minimum of six (6)
         months and a maximum of one (1) year, to exercise all vested options;
         provided, further, if the Board determines that Executive's employment
         is being terminated for the reason that the shared expectations of
         Executive and the Board are not being met; in the Board's judgement,
         then Executive's vesting as shall occur during a period following the
         date of termination of Executive's


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         employment equal to the number of months of Executive's tenure with the
         Corporation, with a minimum of six (6) months and a maximum of one (1)
         year, with the right to exercise for the same period plus thirty (30)
         days. The continued vesting and exercise rights relative to all options
         granted to Executive shall be subject to the same limitations as set
         forth in the immediately preceding sentence. If Executive is terminated
         without cause, Executive may elect to receive a lump sum payment
         representing the aggregate cash compensation (including salary, bonus,
         auto allowance and any other cash or equivalent compensation, other
         than continued vacation accrual). Such lump sum payment shall be made
         not later than ten (10) days after Executive makes such election. In
         the event of such lump sum election, all insurance and other noncash
         benefits shall cease.

         6.5 Death/Disability

             The death or disability of Executive. For the purposes of this
         Agreement, disability shall mean the absence of Executive performing
         Executive's duties with the Corporation on a full time basis for a
         period of six (6) consecutive months, as a result of incapacity due to
         mental or physical illness which is determined to be total and
         permanent by a physician selected by the Corporation or its insurers
         and reasonably acceptable to Executive or Executive's legal
         representative. If Executive shall become disabled, Executive's
         employment may be terminated; by written notice to Executive. In the
         event of the death of Executive, all compensation hereunder shall be
         paid based on value at time of death.

         6.6 By Executive Without Cause

             By Executive at any time upon ninety (90) days' notice to
         Corporation. Executive shall not be entitled to any severance in the
         event of such a termination.

7. CHANGE OF CONTROL

         If there should occur a "change of control" of the Corporation (or any
successor), as defined in paragraph 3.4 (C) hereof, and Executive's employment
is terminated (other than by Executive) or Executive is adversely affected in
terms of overall compensation, benefits, title, authority, reports reporting
relationships, location of employment or similar matters, then Executive,
without limitation on any other rights hereunder, may, within six (6) months
after receiving notice of such event, elect to resign from full time service to
the Corporation. In the event of such election by Executive, Executive shall be
provided with senior executive outplacement services at an outplacement or
executive search firm of Executive's selection (and reasonably acceptable to
Corporation), and the cash compensation and all benefits to which Executive is
entitled hereunder shall be discontinued twenty-four (24) months after the date
of election (or earlier, if a lump sum payment of cash compensation is
specified). Executive, at his election, shall have the right to request and, if
requested, shall be paid the full cash value of all amounts of cash compensation
due for the 24-month period (including salary, approved bonus, auto allowance,
and any other cash or equivalent compensation) in a lump sum, such lump


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sum payment shall be made not later than ten (10) days after Executive gives
notice to the Corporation of his lump sum election. In the event of such
election, all insurance and noncash benefits shall cease. All options granted to
Executive shall vest to the extent provided in paragraph 6.4 above. In addition,
if an acquirer of 100% of the Corporation stock is itself a publicly held
company, the Corporation shall make reasonable efforts to negotiate that
Executive shall have the right, but not the obligation, to convert all his
Corporation vested options into options on the acquirer's stock and shall have
two (2) years to exercise those options, but Corporation shall have no
obligation to Executive if it fails to secure such rights or concludes that
pursuing such rights would materially prejudice the interest of the stockholders
of the Corporation.

8. BREAKUP AND DISPOSITION OF CORPORATION ASSETS

         If within the first year of Executive's employment, the Board
determines to maximize stockholder value through disposition of a significant
amount of assets or business units of the Corporation, Executive shall assist
Corporation through such disposition and shall thereafter be entitled to
terminate this Agreement within six (6) months of such event (completion of such
disposition) and receive all benefits provided under section 6.4 hereof. As used
herein, the term "significant amount of assets or business units of the
Corporation" shall mean either fifty percent (50%) or more of the gross revenues
of Corporation or, in the absence of gross revenues, 50% of the gross assets of
the Corporation including intellectual properties, as determined by an
independent appraisal, or fifty percent (50%) or more of the operating income by
excluding losses from business units of the Corporation which are operating at a
loss.)

9. BUSINESS DISCLOSURES AND SOLICITATION OF EMPLOYEES

         Executive agrees during the term of his employment by the Corporation
and thereafter that he will not disclose, other than to an authorized employee,
officer, director or agent of the Corporation, any information relating to the
Corporation's business, trade, practices, trade secrets or know-how or
proprietary information without the Corporation's prior express written consent.
Following termination of Executive's employment, Executive shall be permitted to
continue in his usual occupation and shall not be prohibited from competing with
the Corporation except during the two (2) year severance period and in the
specific industry market segments in which the Corporation competes and which
represent twenty percent (20%) or more of its revenues. Executive agrees that
for a period of one (1) year following the termination of Executive's employment
with the Corporation for any reason, Executive shall not directly or indirectly
solicit, induce, recruit or encourage any of the Corporation's employees to
leave their employment or take away such employees to leave their employment or
take away such employees or attempts to solicit, induce, recruit, encourage or
take away employees of the Corporation.


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10. MISCELLANEOUS

         10.1 Arbitration

              Any dispute, controversy or claim arising out of or in respect of
         this Agreement (or its validity, interpretation or enforcement), the
         employment relationship or the subject matter hereof shall, at the
         request of either party, be settled by binding arbitration in Orange
         County, California in accordance with the Commercial Arbitration Rules
         of the American Arbitration Association and judgement upon the award
         rendered by the arbitrator(s) may be entered in any court having
         jurisdiction thereof. The parties shall have rights to discovery as
         provided in section 1283.05 of the California Code of Civil Procedure.
         The prevailing party in any such matter shall recover all of its costs
         and expenses, including reasonable attorney's fees.

         10.2 No Third-Party Beneficiaries

              This Agreement shall not confer any rights or remedies upon any
         person other than the parties and their respective successors and
         permitted assigns.

         10.3 Entire Agreement

              This Agreement (including the documents referred to herein)
         constitutes the entire agreement between the parties and supersedes any
         prior understandings, agreements, or representations between the
         parties, written or oral, to the extent they have related in any way to
         the subject matter hereof.

         10.4 Succession and Assignment

              This Agreement shall be binding upon and inure to the benefit of
         the parties named herein and their respective successors and permitted
         assigns. No party may assign either the Agreement or any of his or its
         rights, interests, or obligations hereunder without the prior written
         approval of the Corporation and Executive; provided, however, that the
         Corporation may (i) assign any or all of its rights and interests
         hereunder to one or more of its affiliates and (ii) designate one or
         more of its affiliates to perform its obligations hereunder (in any or
         all of which cases the Corporation nonetheless shall remain responsible
         for the performance of all of its obligations hereunder).

         10.5 Counterparts

              This Agreement may be executed in one or more Counterparts, each
         of which shall be deemed an original but all of which together will
         constitute one and the same instrument.

         10.6 Headings

              The section headings contained in this Agreement are inserted for
         convenience only and shall not affect in any way the meaning or
         interpretation of this agreement.


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         10.7 Notices

              All notices, requests, demands, claims, and other communications
         required or permitted hereunder will be in writing. Any notice,
         request, demand, claim, or other communication hereunder shall be
         deemed duly given if (and then two business days after) it is sent by
         registered or certified mail, return receipt requested, postage
         prepaid, and addressed to the intended recipient as set forth below:

                        If to Corporation

                        NEOTHERAPEUTICS, INC.
                        157 TECHNOLOGY DRIVE
                        IRVINE, CA 92618

                        If to Executive:

                        SAMUEL GULKO
                        10562 GROVEOAK DRIVE
                        SANTA ANA, CA 92705

              Any party may send any notice, request, demand, claim, or other
         communication hereunder to the intended recipient at the address set
         forth above using any other means (including personal delivery,
         expedited courier, messenger service, telecopy, telex, ordinary mail,
         or electronic mail), but no such notice, request, demand, claim, or
         other communication shall be deemed to have been duly given unless and
         until it actually is received by the intended recipient. Any party may
         change the address to which notices, requests, demands, claims, and
         other communications hereunder are to be delivered by giving notice in
         the manner herein set forth.

         10.8 Governing Law

              This Agreement shall be governed by, and construed and enforced in
         accordance with, the laws of the State of California without giving
         effect to any choice or conflict of law provision or rule (whether of
         the State of California or any other jurisdiction) that would cause the
         application of the laws of any jurisdiction other than the State of
         California.

         10.9 Amendments and Waivers

              No amendment of any provision of this Agreement shall be valid
         unless the same shall be in writing and signed by Corporation and the
         Executive. No waiver by any party of any default, misrepresentation, or
         breach of warranty or convenant hereunder, whether intentional or not,
         shall be deemed to extend to any prior or subsequent default,
         misrepresentation, or breach of warranty or convenant hereunder or
         affect in any way any rights arising by virtue of any prior or
         subsequent such occurrence.


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         10.10 Severability

               Any term or provision of this Agreement that is invalid or
         unenforceable in any situation in any jurisdiction shall not affect the
         validity or enforceability of the remaining terms and provisions hereof
         or the validity or enforceability of the offending term or provision in
         any other situation or in any other jurisdiction.

         IN WITNESS THEREOF, the parties hereto have executed this Agreement as
of the date first above written.

                                              "CORPORATION"

                                              By:
                                                  ------------------------------
                                              Its:
                                                  ------------------------------


                                              "EXECUTIVE"

                                              By:
                                                  ------------------------------
                                                     Samuel Gulko
                                              Title: Senior VP Finance, CFO,
                                                     Secretary and Treasurer


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