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                                                                  Exhibit 10.14


                              EMPLOYMENT AGREEMENT

     THIS AGREEMENT is made and entered into as of the 16th day of March, 1998,
by and between NEOPHARM, INC., a Delaware corporation (the "Company") and JAMES
M. HUSSEY ("Executive").

                                  WITNESSETH:

     WHEREAS, the Company desires to employ the Executive, and the Executive
desires to accept such employment, upon the terms and conditions hereinafter
set forth;

     NOW, THEREFORE, in consideration of the covenants and mutual agreements
set forth herein and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto do hereby
agree as follows:

1.   Employment.  Throughout the Term (as defined in Section 2 below), the
     Company shall employ Executive as provided herein, and Executive hereby
     accepts such employment.  In accepting such employment, Executive states
     that, to the best of his knowledge, he is not now, and by accepting such
     employment, will not be, under any restrictions in the performance of the
     duties contemplated under this Agreement as a result of the provisions of
     any prior employment agreement or non-compete or similar agreement to
     which Executive is or was a party.

2.   Term of Employment. The term of Executive's employment by the Company
     hereunder shall commence on March 16, 1998 (the "Effective Date") and
     shall continue thereafter unless sooner terminated as a result of
     Executive's death or in accordance with the provisions of Section 7 below
     (the "Term").

3.   Duties.  Throughout the Term, and except as otherwise expressly provided
     herein, Executive shall be employed by the Company as the President and
     Chief Executive Officer ("CEO") of the Company.  In such capacity,
     Executive shall devote his full time to the performance of  his duties as
     President and CEO of the Company in accordance with the Company's By-laws,
     this Agreement and the directions of the Company's Board of Directors.  In
     addition, the Company shall promptly appoint Executive to the Board and
     thereafter nominate Executive as a nominee for election to the Board and
     solicit proxies for his election for so long as this Agreement is in
     effect.  Without limiting the generality of the foregoing, throughout the
     Term Executive shall faithfully perform his duties as President and CEO at
     all times so as to promote the best interests of the Company.

4.   Compensation.

      (a)  Salary.  For any and all  services  performed  by  Executive
           under this Agreement during  the  Term,  in  whatever  capacity, the
           Company shall pay to Executive an annual salary of Two Hundred Fifty
           Thousand Dollars ($250,000) per year (the "Salary") less any and all
           applicable federal, state and local payroll and withholding



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           taxes. The Salary shall be paid in the same increments as the
           Company's normal payroll, but no less frequent than monthly and
           prorated, however, for any period of less than a full month.  The
           Salary will be reviewed annually by the Compensation Committee of
           the Board and a determination shall be made at that time as to the
           appropriateness of an increase, if any, thereto.

      (b)  Bonus.  In addition to the Salary, Executive shall be
           eligible to receive from the Company an incentive compensation bonus
           (the "Bonus") based on a percentage of his Salary.  The Bonus, if
           any, shall be determined based on the achievement by the Company of
           certain specific strategic plans and goals (the "Performance Goals")
           during the preceding calendar year (the "Measurement Period") as
           shall be determined by the Board in consultation with the Executive.
           The initial Performance Goals will be established by the Board
           within ninety (90) days of Executive's employment hereunder.
           Thereafter, the Performance Goals for each Measurement Period shall
           be established as promptly as possible in each such Measurement
           Period, with the expectation that the Performance Goals be in place
           each year prior to distribution of the Company's annual proxy
           materials.  Following each Measurement Period, the Compensation
           Committee of the Board shall review the Performance Goals for the
           prior Measurement Period in light of the Company's actual
           performance during such Measurement Period as reflected on the
           Company's audited financial statements.  Achievement of various
           levels of the Performance Goals shall result in the following
           payments as a percentage of Salary:


<TABLE>
<CAPTION>
                Level of Achievement  Bonus as Percent of Salary
                --------------------  --------------------------
                <S>                            <C>
                Below Threshold                    0%
                Threshold Goal                 20-50%
                TargetGoal                        50%
                Stretch Goal                   50-80%
</TABLE>


                 Payment of each year's Bonus, if any, shall be made within
           thirty (30) days after the Company's performance for the Measurement
           Period is established on the basis of the Company's audited
           financial statements.  In addition, and at its sole discretion, the
           Board may award additional compensation to Executive based on
           Executive's contributions to the Company.

5.   Benefits and Other Rights.  In consideration for Executive's performance
     under this Agreement, the Company shall provide to Executive the following
     benefits:

     (a)   The Company will provide Executive with cash advances  for or
           reimbursement of all  reasonable  out-of-pocket business expenses
           incurred by Executive in connection with his employment hereunder;
           provided, Executive adheres to any and all reasonable policies
           established by Company from time to time with respect to such



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           reimbursements or advances, including, but not limited to, a
           requirement that Executive submit supporting evidence of any such
           expenses to the Company.

      (b)  The Company will provide Executive with a monthly car
           allowance in the amount of Seven Hundred and Fifty Dollars ($750.00)
           subject to standard payroll withholding for taxes.

      (c)  The Company will provide Executive and his family with group
           medical coverage under the terms of the Company's health insurance
           plan, but subject to completion of normal waiting periods.  During
           any such waiting period, or in the event that at the date of this
           Agreement the Company's group medical coverage is not yet in effect,
           then, in either case, Company will pay, or reimburse Executive for,
           the cost of COBRA coverage for Executive and his family under his
           prior health plan.

      (d)  During the Term the Executive shall be entitled to three (3)
           weeks paid vacation, it being understood and agreed that unused
           vacation shall not be carried over from one year to the next.

      (e)  As a one time benefit, the Company will reimburse, or pay
           directly on Executive's behalf, the expenses, including, but not
           limited to, realtor fees, associated with moving Executive's family
           and household possessions from Naperville, Illinois to the northern
           suburbs of the Chicago metropolitan area ("Moving Expenses");
           provided, in each case, that Executive shall provide such
           documentation of all Moving Expenses as the Company shall reasonably
           request.

6.   Options.

      (a)  The Company shall grant to Executive options pursuant to the
           Company's 1995 Stock Plan (the "Option Plan"), as amended, to
           purchase 400,000 shares of the Company's common stock at an option
           exercise price of $4.75 per share of common stock (the "Options")
           which was the fair market value (as determined under the Option
           Plan) of the Company's common stock as of January 12, 1998, which
           was the date of Executive's acceptance of employment with the
           Company and which date shall be the date of grant of the Options for
           purposes of the Option Plan (the "Date of Grant").  The Options
           shall vest in equal installments of 100,000 Options per year on each
           of the first four anniversaries of the Date of Grant.  The Options
           shall not be exercisable subsequent to the date ten (10) years after
           the Date of Grant. In all other respects the Options shall be
           governed by the terms and conditions of the Option Plan.

      (b)  In the event the Company shall elect to obtain additional
           capital investment in the future, after the completion of any such
           capital investment program by the Company, the Board will evaluate
           the awarding of additional stock options to Executive based



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           on the success of such fundraising endeavors and Executive's
           contributions to that success.
7.   Termination of the Term.

      (a)  The Company shall have the right to terminate the Term,
           effective upon delivery of written notice of termination to
           Executive setting forth the basis of such termination, under the
           following circumstances:

            (i)  Executive shall die; or

            (ii) With or without cause, effective ninety (90) days
                 after delivery of written notice to Executive by the Company
                 or, in lieu of said ninety (90) day notice, upon payment to
                 Executive of three months compensation based on his then
                 current Salary.

      (b)  This Agreement may be terminated by the Executive at any time
           upon ninety (90) days prior written notice to the Company.

8.   Effect of Expiration or Termination of the Term.  Promptly  following
     the termination  of the Term, and except as provided in Section 7 or as
     otherwise expressly agreed by the Company, Executive shall

      (a)  provide the Company with all reasonable assistance necessary
           to permit the Company  to  continue  its business operations without
           interruption and in a manner consistent with reasonable business
           practices; provided, however, that such transition period shall not
           exceed thirty (30) days after termination nor require more than
           forty (40) hours of Executive's time per week.  In the event that
           the Company shall request Executive to provide transitional
           assistance after the effective date of termination, Executive shall
           be paid at any hourly rate based on an 8 hour work day, a 2,080 hour
           work year and his then current Salary, based upon time sheets
           submitted by Executive specifying the services performed and the
           amount of time expended;

      (b)  deliver to the Company possession of any and all property
           owned or leased by the Company which may then be in Executive's
           possession or under his control, including without limitation any
           and all such keys, credit cards, automobiles, equipment, supplies,
           books, records, files, computer equipment, computer software and
           other such tangible and intangible property of any description
           whatsoever.  If, following the expiration or termination of the
           Term, Executive shall receive any mail addressed to the Company,
           then Executive shall immediately deliver such mail, unopened and in
           its original envelope or package, to the Company; and

      (c)  Other than as provided in Section 7, upon a termination of
           employment all other benefits and/or entitlements to participate in
           programs or benefits, if any, will cease


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           as of the effective  date medical insurance coverage at his own
           expense as provided by applicable law or written Company policy.

9.   Confidentiality.  The Executive acknowledges that during the period of
     his employment by the Company, and in his performance of services
     hereunder, he will be placed in a relationship of trust and confidence
     regarding the Company and its affairs.  In the course of and due to that
     relationship he will have contact with the Company's customers, suppliers,
     affiliates, and distributors and their personnel.  In the course of the
     aforesaid relationship, he will have access to and will acquire
     confidential information relating to the business and operations of the
     Company, including, without limitation, information relating to processes,
     plans and methods of operation of the Company.  The Executive acknowledges
     that any such information that is not a trade secret, nonetheless
     constitutes confidential information as between himself and the Company,
     that the disclosure thereof (or of any information which he knows relates
     to confidential, trade, or other secret aspects of the Company's business)
     would cause substantial loss to the goodwill of the Company, and will
     continue to be made known to Executive only because of the position of
     trust and confidence which he will continue to occupy hereunder.  In view
     of the foregoing, and in consideration of the covenants and premises of
     this Agreement, the Executive agrees that he will not, at any time during
     the term of his employment, and for a period of twelve months thereafter,
     disclose to any person, firm or company any trade secrets or confidential
     information or such ideas which he may have acquired or developed or may
     acquire or develop relating to the Business of the Company while serving
     the Company as an Executive.

10.  Remedies.

      (a)  The covenants of Executive set forth in Section 9 are
           separate and independent covenants for which valuable consideration
           has been paid, the receipt, adequacy and sufficiency of which are
           acknowledged by Executive, and have also been made by Executive to
           induce the Company to enter into this Agreement.  The aforesaid
           covenants may be availed of, or relied upon, by the Company in any
           court of competent jurisdiction, and shall form the basis of
           injunctive relief and damages including expenses of litigation
           (including, but not limited to, reasonable attorney's fees upon
           trial and appeal) suffered by the Company arising out of any breach
           of the aforesaid covenants by Executive.  The covenants of Executive
           set forth in this Section 10 are cumulative to each other and to all
           other covenants of Executive in favor of the Company contained in
           this Agreement and shall survive the termination of this Agreement
           for the purposes intended.

      (b)  The covenants contained in Section 9 above shall be construed
           as agreements which are independent of any other provision of this
           Agreement, and the existence of any claim or cause of action by any
           party hereto against any other party hereto, of whatever nature,
           shall not constitute a defense to the enforcement of such covenants.
           If any of such covenants shall be deemed unenforceable by virtue of
           its scope in terms



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           of geographical area, length of time or otherwise, but may be made
           enforceable by the imposition of limitations thereon, Executive
           agrees that the same shall be enforceable to the fullest extent
           permissible under the laws and public policies of the jurisdiction
           in which enforcement is sought. The parties hereto hereby authorize
           any court of competent jurisdiction to modify or reduce the scope of
           such covenants to the extent necessary to make such covenants
           enforceable.

11.  Enforcement Costs.  If any legal action or other proceeding is brought
     for the enforcement of this Agreement, or because of an alleged dispute,
     breach, default or misrepresentation in connection with any provisions of
     this Agreement, the successful or prevailing party or parties shall be
     entitled to recover reasonable attorney's fees, court costs and all
     expenses even if not taxable as court costs (including, without
     limitation, all such fees, costs and expenses incident to appeal and other
     post-judgment proceedings), incurred in that action or proceeding, in
     addition to any other relief to which such party or parties may be
     entitled.  Attorney's fees shall include, without limitation, paralegal
     fees, investigative fees, administrative costs, sales and use taxes and
     all other charges billed by the attorney to the prevailing party.

12.  Notices.  Any and all notices necessary or desirable to be served
     hereunder shall be in  writing  and  shall be

            (a)  personally delivered, or

            (b)  sent by certified mail, postage prepaid, return
                 receipt requested, or guaranteed overnight delivery by a
                 nationally recognized express delivery company, in each case
                 addressed to the intended recipient at the address set forth
                 below.

            (c)  For notices sent to the Company:

                        NeoPharm, Inc.
                        100 Corporate North
                        Bannockburn, Illinois 60015

                        Telephone No.: (847) 295-8678
                        Facsimile No.: (847) 295-8654

              With a copy to:

                        Burke, Warren, Mackay & Serritella, P.C.
                        330 N. Wabash, Suite 2200
                        Chicago, Illinois 60611
                        Attn: Christopher R. Manning


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              (d)    For notices sent to Executive:

                         James M. Hussey
                         4111 Kingshill Circle
                         Naperville, Illinois 60564

     Either party hereto may amend the addresses for notices to such party
     hereunder by delivery of a written notice thereof served upon the other
     party hereto as provided herein.  Any notice sent by certified mail as
     provided above shall be deemed delivered on the third (3rd) business day
     next following the postmark date which it bears.

13.  Entire Agreement. This Agreement sets forth the entire agreement of the
     parties hereto with respect to the subject matter hereof, and all prior
     negotiations, agreements and understandings are merged herein.  This
     Agreement may not be modified or revised except pursuant to a written
     instrument signed by the party against whom enforcement is sought.

14.  Severability. The invalidity or unenforceability of any provision hereof
     shall not  affect  the  enforceability of any other provision hereof, and
     except as otherwise provided in  Section  11  above,  any  such  invalid
     or unenforceable provision shall be severed from this Agreement.

15.  Waiver. Failure to insist upon strict compliance with any of the  terms
     or  conditions  hereof  shall  not  be deemed a waiver or such  term  or
     condition,  and  the  waiver  or  relinquishment  of  any  right  or
     remedy hereunder at any one or more  times  shall  not  be  deemed  a
     waiver  or  relinquishment  of  such  right  or remedy at any other time
     or times.

16.  Governing Law.  This Agreement and  the  rights  and  obligations  of
     the  parties  hereto  shall  be  governed by and construed in accordance
     with the laws of the State of Illinois, without regard to its conflicts of
     laws provisions.  Each party hereto hereby (a) agrees that any litigation
     which may be initiated  with  respect  to  this  Agreement  or  to
     enforce  rights granted hereunder shall be initiated in a court located in
     Cook County, Illinois and (b) consents to personal jurisdiction of such
     courts for such purpose.

17.  Benefit and Assignability. This Agreement shall inure to the benefit  of
     and  be  binding  upon  the  Company and its successors and assigns. The
     rights and obligations of Executive  hereunder  are  personal  to  him,
     and are not subject to voluntary or involuntary alienation, transfer,
     delegation or assignment.


                           [SIGNATURE PAGE FOLLOWS]


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


                                        NEOPHARM, INC.


                                        By: ___________________________________
                                        Its: __________________________________


                                        EXECUTIVE:


                                        ________________________________________
                                        JAMES M. HUSSEY













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