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                                                                   Exhibit 10.47

                                LICENSE AGREEMENT





           CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTIONS OF
           THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY
               FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

<PAGE>


This Licence Agreement (this "Agreement") is made as of January 22, 2003 (the
"Effective Date")

By and between:

(1)    Antares Pharma Inc., with principal executive offices at 707 Eagleview
       Boulevard, Suite 414, Exton, Pennsylvania 19341 ("Antares"); and

(2)    Ferring BV with offices at Polaris Avenue 144, NL 2132 JX Hoofddorp, The
       Netherlands ("Ferring").

Recitals:

(A)    Antares owns or controls the Patents (as defined below) and the parties
       consider the Patents to be "necessary patents" within the meaning of the
       Technology Transfer Block Exemption in that a licence under such Patents
       is necessary in order to exploit commercially the Products (as defined
       below);

(B)    In addition, Antares has developed and is in possession of valuable
       know-how and technical information relating to needle free and mini
       needle injection devices known as ZOMAJET 2 Vision (MJ7), ZOMAJET Vision
       X (MJ 7X), **** and AJ-1 (and related disposables thereof) and the
       manufacture thereof;

(C)    Antares has agreed to grant to Ferring a licence to make, have made, use,
       sell, offer for sale and import the Products and to make available the
       said know-how to Ferring upon the terms and conditions specified in this
       Agreement;

(D)    Prior to the Effective Date, the parties entered into the Supply
       Agreement (as defined below) pursuant to which Antares agreed to
       manufacture and supply Products to Ferring in accordance with the terms
       and conditions set forth therein, which terms and conditions shall be
       amended as set forth below; and

(E)    As, at and before the Effective Date, the parties have not engaged in
       manufacturing activity in competition with one another.

In consideration of the foregoing, the mutual promises of the parties
hereinafter set forth, and other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, the parties hereto, intending
to be legally bound, do hereby agree as follows:

1.     Definitions

1.1    In this Agreement the following words and expressions shall have the
       following meanings.

       "Agreement Year" shall mean each successive twelve (12)-month period
       commencing on the Effective Date and falling wholly within the term of
       this Agreement and, in the event


**** Denotes portions omitted pursuant to a request for confidentiality under
Rule 24b-2 of the Securities Exchange Act of 1934. A copy of this agreement with
the omitted information intact has been filed separately with the Securities and
Exchange Commission

<PAGE>

       of termination of this Agreement prior to the expiry of any such twelve
       (12)-month period, such portion of such twelve (12)-month period that
       falls within the term of this Agreement.

       "AJ-1 Device" shall mean the AJ-1 ****, particulars of which are set
       forth on Schedule F.

       "Antares Improvement" shall have the meaning set forth in clause 11.1.

       "Antares Representative" shall have the meaning set forth in clause 7.4.

       "Applications" shall mean the applications for patents and rights of a
       similar nature.

       "Asia/Pacific" shall mean those countries set forth on Schedule C.

       "Associated Company" shall mean any corporate entity Controlling,
       Controlled by or in common Control with Antares or Ferring (as the case
       may be).

       "Commercially Reasonable Efforts" shall mean, with respect to the
       Exploitation of a Licensed Product, efforts and resources used by Ferring
       for comparable products with similar commercial and scientific potential
       at a similar stage in their lifecycle, taking into consideration their
       safety and efficacy, their cost to develop, the competitiveness of
       alternative products, their proprietary position, the likelihood of
       regulatory approval, their profitability, its resource allocation, its
       other commercial opportunities and all other relevant factors.
       Commercially Reasonable Efforts shall be determined on a market-by-market
       basis for each Licensed Product.

       "Control" (and, with correlative meanings, the terms "Controlled" and
       "Controlling") shall mean the power of a Person to secure either by means
       of the holding of shares or the possession of voting power in or in
       relation to the company or corporation concerned or by virtue of any
       powers conferred by the articles of association or other document
       regulating that company or that corporation that its affairs are
       conducted in accordance with the wishes of that Person.

       "Effective Date" shall have the meaning set forth in the Preamble.

       "Equipment" shall mean all equipment owned or controlled by, or in the
       possession of, Antares that is necessary or reasonably useful for the
       Manufacturing of the Licensed Products, including all moulds, dies and
       other tools.

       "Exclusive" shall mean in respect of a right granted under this Agreement
       the grantor will not itself exercise that right and will not authorise
       others to exercise that right.

       "Exclusive Manufacturing Territory" shall mean the countries/territory
       specified in Schedule C.


**** Denotes portions omitted pursuant to a request for confidentiality under
Rule 24b-2 of the Securities Exchange Act of 1934. A copy of this agreement with
the omitted information intact has been filed separately with the Securities and
Exchange Commission

                                       2

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       "Exploit" shall mean to import, use, sell, or offer for sale (but not to
       make or have made), including to research, develop, register, modify,
       enhance, improve, store, formulate, optimise, have used, export,
       transport, distribute, promote, market or have sold or otherwise dispose
       of or Supply, a product or process.

       "Improvements" shall mean any invention, discovery, development,
       enhancement, alteration or modification to or of a Licensed Product or
       the Equipment or the process for Manufacturing a Licensed Product or the
       Equipment, whether or not patented or patentable.

       "Information" shall mean all technical, scientific and other know-how and
       information, trade secrets, knowledge, technology, means, methods,
       processes, practices, formulae, instructions, skills, techniques,
       procedures, experiences, ideas, technical assistance, designs, drawings,
       assembly procedures, computer programs, apparatuses, specifications,
       data, results and other material.

       "Joint Know-how" shall have the meaning set forth in clause 13.3.

       "Joint Patents" shall have the meaning set forth in clause 13.3.

       "Know-how" shall mean all Information developed by or at the request of,
       or in the possession or control of, Antares or its Associated Companies
       as of the Effective Date or at any time during the term of this Agreement
       that is necessary or reasonably useful for, or otherwise related to, the
       Manufacture or Exploitation of the Licensed Products or the making or use
       of the Equipment, including the Information summarised on Schedule B,
       that is not generally known, but excluding such Information to the extent
       covered or claimed by the Patents.

       "Licensed Product" shall mean any Product and any Antares Improvement
       claimed by a Patent, subject to Ferring's right to reject such Antares
       Improvement pursuant to clause 11.1.

       "Losses" shall have the meaning set forth in clause 21.1.

       "Manufacture" and "Manufacturing" shall mean, with respect to a product,
       the synthesis, manufacturing, processing, formulating, packaging,
       labelling, holding and quality control testing of such product.

       "Marketing Territory" shall mean the entire world, but excluding
       Asia/Pacific.

       "MJ-7 Device" shall mean ZOMAJET 2 Vision (MJ7), including disposables
       for use in connection therewith, particulars of which are set forth on
       Schedule G.

       "Party" shall mean either Ferring or Antares and "Parties" shall mean
       both Ferring and Antares, collectively.

                                       3

<PAGE>

       "Patents" shall mean (a) all patents and patent applications, including
       provisional patent applications that Antares and its Associated Companies
       own, have under licence, have a right to acquire (by option or otherwise)
       or otherwise control, as of the Effective Date or at any time during the
       term of this Agreement in the Territory that are necessary or reasonably
       useful for, or otherwise related to, the Manufacture or Exploitation of
       the Licensed Products or the making or use of the Equipment, or that
       claim or cover the Licensed Products or the Equipment, including the
       Applications and patents listed on Scheduled A hereto; (b) all national,
       regional and international patent applications filed either from such
       patent applications or provisional applications or from an application
       claiming priority from either of these, including divisionals,
       continuations, continuations-in-part, provisionals, converted
       provisionals, continued prosecution applications, (c) any and all patents
       that have issued or in the future issue from the foregoing patent
       applications, including utility, model and design patents and
       certificates of invention, (d) any and all extensions or restorations by
       existing or future extension or restoration mechanisms, including
       substitutions, revalidations, reissues, renewals, re-examinations,
       extensions (including any supplementary protection certificates and the
       like), or any confirmation patent or registration patent or patent
       additions to any such foregoing patent applications and patents and (e)
       the inventions claimed or covered therein. The patents and patent
       applications listed in Schedule A shall inter alia be included in the
       term "Patents".

       "Person(s)" shall mean any person, firm or company or group of persons or
       unincorporated body.

       "Products" shall mean ZOMAJET 2 Vision (MJ7), ZOMAJET Vision X (MJ 7X)
       and ****, including disposables for use in connection therewith,
       particulars of which are set forth on Schedule G.

       "Regulatory Approvals" shall mean, with respect to a country in the
       Territory, any and all approvals, licences, registrations or
       authorisations of any regulatory authority or notified body necessary to
       Manufacture or Exploit a Licensed Product in such country, including,
       where applicable, pre- and post-approval marketing authorisations
       (including 501(k)s and any prerequisite Manufacturing approval or
       authorisation related thereto).

       "Regulatory Documentation" shall mean all applications, registrations,
       licences, authorisations and approvals, including Regulatory Approvals,
       all quality assurance certifications, technical files or conformity
       assessment dossiers, all correspondence submitted to or received from the
       regulatory authorities or notified bodies (including minutes and official
       contact reports relating to any communications with any regulatory
       authority or notified body) and all supporting documents and all
       preclinical and clinical studies and tests, relating to any Licensed
       Products or the Manufacture thereof, and all data contained in any of the
       foregoing, including all adverse event files, complaint files and all
       chemistry, manufacturing and controls data required by applicable law and
       regulations to be included in a new drug application, or the equivalent
       application for a marketing authorization outside the United States.

**** Denotes portions omitted pursuant to a request for confidentiality under
Rule 24b-2 of the Securities Exchange Act of 1934. A copy of this agreement with
the omitted information intact has been filed separately with the Securities and
Exchange Commission

                                       4

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       "Supply" shall mean to sell, lend, let out on hire, lease or any other
       disposal.

       "Supply Agreement" shall mean that certain Supply Agreement between
       Antares (formerly known as Medi-Ject Corporation) and Ferring, dated
       December 31, 1993, as amended and as may be amended from time to time.

       "Technical Field" shall mean the delivery to humans of natural or
       synthetic human growth hormone.

       "Territory" shall mean the entire world, including the Exclusive
       Manufacturing Territory and the Marketing Territory.

       "Third Party Manufacturer" shall have meaning set forth in clause 12.2.

       "Third Party Supply Agreement" shall have the meaning set forth in clause
       12.2

       "United States" shall mean the United States of America and the District
       of Columbia, including its territories, possessions and Puerto Rico.

       "Valid Claim" shall mean, with respect to a particular country, either:
       (a) any claim of a granted and unexpired Patent in such country that (i)
       has not been held permanently revoked, unenforceable or invalid by a
       decision of a court or other governmental agency of competent
       jurisdiction, which decision is unappealable or unappealed within the
       time allowed for appeal, and (ii) has not been abandoned, disclaimed
       denied or admitted to be invalid or unenforceable through reissue or
       disclaimer or otherwise or (b) a claim of a pending Patent application,
       which claim was filed and is being prosecuted in good faith and has not
       been abandoned or finally disallowed without the possibility of appeal or
       re-filing of the application, provided that such claim has not been
       pending for more than three (3) years.

1.2    The singular includes the plural and vice versa.

1.3    Unless the context otherwise indicates, references to clauses,
       sub-clauses, recitals and to schedules are to clauses and sub-clauses of,
       and recitals and schedules to, this Agreement.

1.4    Headings to clauses in this Agreement are included for the purpose of
       ease of reference only and shall not have any effect on the construction
       or the interpretation of this Agreement.

1.5    References in this Agreement to any statute or statutory provision shall
       include any statute or statutory provision that amends, extends,
       consolidates or replaces the same and shall include any orders,
       regulations, instruments or other subordinate legislation made under the
       relevant statute.

1.6    Except where the context otherwise requires, wherever used the word "or"
       is used in the inclusive sense. The term "including" as used herein shall
       mean including, without limiting the generality of any description
       preceding such term.

                                       5

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2.     Grant of Rights

2.1    Antares and its Associated Companies hereby grant to Ferring and its
       Associated Companies:

       2.1.1   an Exclusive, perpetual, irrevocable, royalty-bearing right and
               licence in the Exclusive Manufacturing Territory, with the right
               to sub-licence through multiple tiers of sub-licencees, under the
               Patents, the Know-how, the Joint Patents and the Joint Know-how
               to make and have made the Licensed Products and any Improvements
               thereto;

       2.1.2   a non-exclusive, perpetual, irrevocable, royalty-bearing right
               and licence in the Territory outside the Exclusive Manufacturing
               Territory, with the right to sub-licence through multiple tiers
               of sub-licencees, under the Patents, the Know-how, the Joint
               Patents and the Joint Know-how to make and have made the Licensed
               Products and any Improvements thereto;

       2.1.3   a non-exclusive, perpetual, irrevocable, royalty-free right and
               licence in the Territory, with the right to sub-licence through
               multiple tiers of sub-licencees, under the Patents, the Know-how,
               the Joint Patents, the Joint Know-how and any other design or
               intellectual property right or other right, title or interest
               that Antares or its Associated Companies have in or to the
               Equipment and any Improvements thereto as of the Effective Date
               or at any time during the term of this Agreement, including the
               unrestricted right to access, to make and have made the Equipment
               and any Improvements thereto and to use such Equipment and
               Improvements to make and have made the Licensed Products and any
               Improvements thereto under clauses 2.1.1 and 2.1.2;

       2.1.4   an Exclusive, perpetual, irrevocable, royalty-free right and
               licence in the Marketing Territory, with the right to sub-licence
               through multiple tiers of sub-licencees, under the Patents, the
               Know-how, the Joint Patents and the Joint Know-how to Exploit the
               Licensed Products and any Improvements thereto in the Technical
               Field; provided, however, that the foregoing licence shall not
               become effective with respect to **** until all licences that
               Antares has granted to any other Person to Exploit the Licensed
               Products in the Technical Field in **** prior to the Effective
               Date have terminated. Antares shall use its best efforts to
               ensure that all such third party licences are terminated promptly
               after the Effective Date in order for Ferring to receive the
               Exclusive right and licence set forth herein in ****. For the
               avoidance of doubt it is hereby clarified that a failure by
               Antares to have such third party licenses terminated as stated in
               the previous sentence shall however not be deemed a material
               breach under clause 19.1 below. Ferring agrees not to sub-licence
               any of its rights under this clause 2.1.4 with respect to ****
               except in association with normal co-promotion or co-marketing
               efforts or other activities designed to

**** Denotes portions omitted pursuant to a request for confidentiality under
Rule 24b-2 of the Securities Exchange Act of 1934. A copy of this agreement with
the omitted information intact has been filed separately with the Securities and
Exchange Commission

                                       6

<PAGE>

               expand its business in **** without the prior written consent of
               Antares which shall not be unreasonably withheld.

       2.1.5   a non-exclusive perpetual, irrevocable, royalty-free right and
               licence in the Territory, with the right to sub-licence through
               multiple tiers of sub-licencees, to use and reference the
               Regulatory Documentation, and any and all data or information
               included or referenced therein, to make or have made Licensed
               Products and Improvements thereto as provided in clauses 2.1.1
               and 2.1.2, to make, have made and use the Equipment and
               Improvements thereto as provided in clause 2.1.3 and to Exploit
               the Licensed Products and Improvements thereto as provided in
               clause 2.1.4.

2.2    Antares hereby grants to Ferring a right of first offer to obtain an
       Exclusive worldwide right and licence (a) to make and have made the AJ-1
       Device for use specifically in the field of **** and (b) to Exploit the
       AJ-1 Device for the treatment of ****. If at any time Antares elects to
       grant any such licence to any Person or Ferring elects to exercise such
       right, then such Party shall provide prompt written notice to the other
       Party and Antares shall provide Ferring with all Information necessary or
       reasonably useful for Ferring to determine whether it wishes to take such
       a licence. If Ferring elects to take such a licence, the Parties shall
       negotiate in good faith to determine the terms of any such licence
       agreement. If, after good faith negotiations, the Parties fail to execute
       a licence agreement within three (3) months after Ferring's receipt of
       all such Information, Ferring shall provide its best offer to Antares and
       if Antares does not accept such offer, Antares shall be free to licence
       such rights to any other Person upon terms that are not more favourable
       to the licencee than those last offered by Ferring.

2.3    Except as may be provided in the Supply Agreement (if at all provided in
       the Supply Agreement), Antares shall not make, have made, use, Supply or
       otherwise Exploit Licensed Products, or grant the right and licence to
       others to do so, inside the Exclusive Manufacturing Territory for use in
       the Technical Field.

2.4    Antares shall immediately upon the execution of this Agreement enter with
       Ferring into a confirmatory licence agreement in the form or
       substantially the form set out in Schedule D, which licence shall be
       registered by Ferring with such Patent Offices in the Territory as it
       considers reasonably appropriate or as Antares shall reasonably require
       at the expense of Ferring for reasonable out-of-pocket costs incurred.
       Until the execution of any such confirmatory licence so far as may be
       legally possible, Antares and Ferring shall have the same rights in
       respect of the Patents and be under the same obligations to each other in
       all respects as if the said confirmatory licence had been executed.

2.5    Ferring and its Associated Companies and sub-licencees shall have the
       right to grant one or more sub-licences under this Agreement to any
       Person with respect to the rights and licences granted under this
       Agreement; provided, however, that Ferring shall ensure that all such
       Persons will comply with the relevant terms and conditions of this
       Agreement.

**** Denotes portions omitted pursuant to a request for confidentiality under
Rule 24b-2 of the Securities Exchange Act of 1934. A copy of this agreement with
the omitted information intact has been filed separately with the Securities and
Exchange Commission

                                       7

<PAGE>

2.6    Nothing in this Agreement shall constitute any representation that the
       Patents (if Applications) shall proceed to grant or if granted shall be
       valid or that the Licensed Products do not infringe the intellectual
       property rights of any third party.

2.7    Except as set forth in clause 2.1.4 with respect to **** and in Schedule
       A, Antares has not previously assigned, transferred, licenced, conveyed
       or otherwise encumbered its right, title, or interest in or to the
       Patents, Know-how or the Licenced Products or the AJ-1 Device and it will
       not grant any right, title or interest therein or thereto to any Person
       that is inconsistent with the rights and licences granted to Ferring
       under this Agreement. For purposes of further understanding, reference is
       made to the Letter of Undertaking attached to Schedule A (the "Letter of
       Undertaking").

3.     Duration of Agreement

3.1    This Agreement shall come into force on the Effective Date and continue
       until the expiry of the last to expire of the Patent(s) in any country in
       the Territory. Upon expiration of this Agreement in a country, all
       licences and other rights granted by Antares to Ferring under clause 2 in
       such country shall continue in perpetuity on a non-exclusive basis and
       shall be fully paid up and Ferring shall have no further obligations
       under clause 8.2.

4.     Ferring's Obligations

4.1    Subject to clause 18 (force majeure), Ferring shall use Commercially
       Reasonable Efforts to Exploit the Licensed Products in the Marketing
       Territory. Antares acknowledges that the efforts that Ferring is
       presently using in the Marketing Territory with respect to the MJ-7
       Device are Commercially Reasonable Efforts.

4.2    Ferring shall Manufacture or have the Manufactured the Licensed Products
       in compliance with all relevant law and regulations.

4.3    Ferring shall on the first business day of each Agreement Year at
       Ferring's expense send samples of the Licensed Products to Antares at
       Antares's address set out at the beginning of this Agreement.

4.4    Ferring shall permit, and shall use its commercially reasonable efforts
       to obtain permission from its sub-licencees for, Antares or its agent or
       representative acceptable to Ferring at all reasonable times and upon
       reasonable notice to enter any place where the Manufacture of the
       Licensed Products by Ferring and every Ferring sub-licencee shall be
       carried on for the purpose of ensuring compliance with this Agreement;
       provided, however, that such inspection shall not occur more than once in
       each Agreement Year. Any such inspection shall be conducted in accordance
       with such security and facility access procedures as are reasonably
       designated by Ferring.

**** Denotes portions omitted pursuant to a request for confidentiality under
Rule 24b-2 of the Securities Exchange Act of 1934. A copy of this agreement with
the omitted information intact has been filed separately with the Securities and
Exchange Commission

                                       8

<PAGE>

5.     Regulatory Obligations

5.1    Promptly after the Effective Date, Antares shall prepare and file with
       the appropriate regulatory authorities or notified bodies a complete set
       of Regulatory Approvals in Ferring's name in order for Ferring to
       Manufacture and Exploit the Licensed Products under this Agreement.
       Antares shall maintain such Regulatory Approvals during the term of this
       Agreement in accordance with all applicable laws and regulations,
       including by filing any necessary amendments or modifications thereto.
       Antares shall provide Ferring with a copy of each such Regulatory
       Approval, including any amendments or modifications thereto.

5.2    The Parties shall provide each other with copies of communications to and
       from regulatory authorities or notified bodies in the Territory relating
       to the Licensed Products.

6.     Raw Material Supplies

6.1    Antares shall at the request of Ferring enter into good faith
       negotiations regarding supply to Ferring of the articles specified in
       Schedule E.

6.2    Any purchase of such articles by Ferring shall be subject to availability
       and at Antares's cost price prevailing from time to time and subject to
       Antares's general conditions of sale subsisting at the date of Ferring's
       order.

7.     Provision of Know-how and Technical Assistance

7.1    Antares shall, and shall cause its Associated Companies to, without
       additional compensation, disclose and make available to Ferring, in
       whatever form Ferring may reasonably request, the Regulatory
       Documentation, the Know-how, the Joint Know-how and any other Information
       covered or claimed by the Patents or otherwise relating, directly or
       indirectly, to any Licensed Product or the making, having made or
       Exploitation thereof or any Equipment or any Improvements thereto, or the
       making, having made or use thereof, immediately after the Effective Date
       and thereafter promptly upon the earlier of the development, making,
       conception or reduction to practice of each such Regulatory
       Documentation, Know-how, Joint Know-how or other Information. For the
       sake of clarity, the Parties acknowledge and agree that Antares shall
       have no obligation to transfer any of its Equipment or any Improvements
       thereto to Ferring, but shall permit Ferring to have access to and use
       such Equipment and Improvements, and provide Ferring with all Know-how
       and other Information as necessary or reasonably useful for Ferring and
       its Associated Companies and sub-licencees to make and have made and,
       thereafter, use such Equipment and Improvements thereto pursuant to the
       licences granted under this Agreement.

7.2    Without limiting the foregoing, Antares shall make all assignments and
       transfers of the Regulatory Documentation to Ferring as are necessary or
       reasonably useful for Ferring to qualify a manufacturing facility or
       facilities for the Licensed Products and to have such facility(ies)
       validated and approved by the applicable regulatory authorities or
       notified bodies relevant to the Territory.

                                       9

<PAGE>

7.3    Such Know-how and other Information furnished by Antares shall be subject
       to the provisions of clause 17 (Confidentiality) and shall be used by
       Ferring only in accordance with the licence grants set forth in clause 2.

7.4    During the first 3 months of the term of this Agreement, and thereafter
       as may be reasonably deemed necessary by Ferring (and at Ferring's
       expense), Antares shall make available to Ferring the services of a fully
       qualified and experienced member of its staff (the "Antares
       Representative") to advise Ferring as to the methods and use of the
       Know-how for Manufacture of Licensed Products or the making and use of
       the Equipment and Improvements thereto; provided that:

       7.4.1   The reasonable and verifiable travel, hotel and living expenses
               of such Antares Representative during the period that such person
               is providing such advice at the premises of Ferring or its
               designee shall be borne by Ferring.

       7.4.2   Antares shall not be obliged under this Agreement to make
               available such Antares Representative for any period exceeding 90
               man days in any Agreement Year.

7.5    Ferring acknowledges to Antares (for the benefit of Antares and of the
       Antares Representative) that such representative will act merely in an
       advisory capacity and that neither Antares nor such representative shall
       be liable in any manner whatsoever in respect of any loss (including
       consequential loss, pecuniary loss and loss of profits), damage or injury
       (other than liability for death or personal injury) resulting from the
       implementation of or reliance upon any actual or alleged advice or
       assistance of such representative, but excluding any such losses that are
       caused by such representative's negligence or willful misconduct.

7.6    The Antares Representative shall at all times remain an employee and
       under the direction of Antares, and shall have no authority to represent
       Ferring or to enter into any contracts or assume any liabilities on
       behalf of Ferring. While on Ferring's premises, such representative shall
       comply with such security and facility access procedures as are
       reasonably designated by Ferring. In accordance with clause 17, such
       Antares Representative shall maintain in confidence and not use any
       information or materials provided to, or collected or generated by, such
       representative in connection with providing the advice pursuant to this
       clause 7.

8.     Financial Provisions

8.1    In partial consideration of the licences and other rights granted herein
       and subject to the terms and conditions set forth in this Agreement and
       the Letter of Undertaking, Ferring shall pay to Antares the following
       onetime payments:

       8.1.1   a license fee of EUR500,000 (the "Licence Fee") upon execution of
               this Agreement, against proper invoice from Antares, and

                                       10

<PAGE>

       8.1.2   prepaid royalties in the amount of EUR1,000,000 within thirty
               (30) days of the Effective Date, against proper invoice from
               Antares, which royalties, beginning on January 1, 2004, shall be
               credited against the royalty payments owed pursuant to clause 8.2
               until exhausted.

8.2    In partial consideration of the licences and other rights granted herein
       and subject to the terms and conditions set forth in this Agreement,
       Ferring shall pay to Antares a royalty of **** for each MJ-7 Device (a)
       Manufactured by or on behalf of Ferring under the license grants in
       clauses 2.1.1 and 2.1.2 or (b) supplied to Ferring by Antares under the
       Supply Agreement. The Parties acknowledge that, subject to clause 8.3,
       Ferring will prepay EUR1,000,000 of the royalties pursuant to clause
       8.1.2. Only one royalty payment will be due on the Manufacture of an MJ-7
       Device even though the Manufacture or Exploitation of an MJ-7 Device may
       be covered by more than one Patent or Know-How in a country. The
       foregoing royalty obligations shall expire, on a country-by-country
       basis, with respect to the Manufacture of each separate MJ-7 Device on
       the expiration date of the last to expire of any issued Patent that
       includes at least one Valid Claim covering the Manufacture of such MJ-7
       Device in the country in the Territory in which such MJ-7 Device was
       Manufactured.

8.3    In the event that the exclusive licence granted under clause 2.1.4
       becomes effective in **** by March 31, 2003, EUR500,000 of the prepaid
       royalties set forth in clause 8.1.2 shall be converted into a license fee
       and shall not be offset against royalties owed pursuant to clause 8.2. In
       the event that (a) the exclusive licence granted under clause 2.1.4 does
       not become effective in **** by March 31, 2003 or (b) Ferring earlier
       elects by written notice to Antares not to accept such licence in ****,
       then Antares shall refund to Ferring EUR500,000 of the prepaid royalties
       set forth in clause 8.1.2 by April 30, 2003, provided that Antares shall
       have the right to deduct from such amount any sums that are owed to
       Antares by Ferring under the Supply Agreement as of such date. In the
       event that the exclusive licence granted under clause 2.1.4 becomes
       effective in **** after March 31, 2003, Antares should be entitled to EUR
       500,000 as licence fee from Ferring; provided Ferring does not reject
       said licence at such time. For the avoidance of doubt it is clarified
       that Ferring shall however never be obliged to make payment to Antares,
       as license fees and prepaid royalties, of more than EUR 1,500,000 in
       total.

9.     Taxation

9.1    All payments to be made by Ferring to Antares under this Agreement are
       exclusive of any Value Added Tax that may be payable by reference thereto
       and shall be paid gross without deduction of any bank or transfer
       charges; provided, however, that Ferring may withhold income tax as
       required by applicable tax laws. In the event of such withholding being
       applicable, Antares may apply for the reduction of rate of withholding
       tax under any applicable tax treaty with the assistance of Ferring, and
       provided that evidence of acceptance of this claim is submitted to
       Ferring before payment is due, Ferring shall apply the reduced rate
       accordingly. If applicable laws require that taxes be withheld,

**** Denotes portions omitted pursuant to a request for confidentiality under
Rule 24b-2 of the Securities Exchange Act of 1934. A copy of this agreement with
the omitted information intact has been filed separately with the Securities and
Exchange Commission

                                       11

<PAGE>

       Ferring will deduct those taxes from the remittable payments, make timely
       payment of the taxes to the proper taxing authority and send proof of
       such payment to Antares within sixty (60) days following that payment.
       All amounts payable by Ferring under clause 8 are stated inclusive of any
       sales tax which Antares may be obliged to charge. Antares shall pay any
       and all taxes levied on account of, or measures exclusively by, all
       payments it receives under this Agreement.

10.    Other Provisions Relating to Payment

10.1   Royalties arising under this Agreement shall be paid in Euros by wire
       transfer within thirty (30) days of the end of each successive quarterly
       period of three (3) months commencing on 1 January, 1 April, 1 July, 1
       October, in each year to the credit of a bank account to be designated in
       writing by Antares.

10.2   In the event of any delay in effecting payments due under this Agreement
       by the due date specified, Ferring shall pay to Antares interest
       (calculated on a daily basis) on the overdue payment from the date such
       payment was due to the date of actual payment at a rate of 2% above the
       six month EURIBOR rate at a daily rate from the date payment becomes due
       until payment is made.

10.3   With each payment of royalties under this Agreement, Ferring shall submit
       or cause to be submitted to Antares a statement in writing recording the
       calculation of royalties payable under this Agreement, including the
       following:

       10.3.1  the number of MJ-7 Devices that have been Manufactured by or on
               behalf of Ferring under the license grants in clauses 2.1.1 and
               2.1.2 during the previous quarter; and

       10.3.2  the amount of royalties due and payable and the amount of any tax
               deductible or due to be deducted.

10.4   Until the third anniversary of January 31 of the Agreement Year in which
       an MJ-7 Device is Manufactured by or on behalf of Ferring under the
       license grants in clauses 2.1.1 and 2.1.2, Ferring shall keep proper
       records and books of account showing the information necessary for the
       accurate determination of royalties due hereunder with respect to the
       Manufacture of such MJ-7 Device. Such records and books shall be kept
       separate from any records and books not relating solely to the
       Manufacture of Licensed Products. Upon the written request of Antares and
       not more than once in any Agreement Year, Ferring shall permit an
       independent accounting firm acceptable to Ferring to inspect such books
       and records and take copies of or extracts from the same to verify the
       accuracy of the royalty reports hereunder for any Agreement Year ending
       not more than twenty-four (24) months prior to the date of such request.
       The accounting firm shall enter into reasonable obligations with Ferring
       to treat all information it receives during its inspection as
       confidential. In the event that such inspection or audit reveals a
       discrepancy in the royalties paid from those payable under this
       Agreement, the Parties shall immediately make and resolve any shortfall
       where the discrepancy exceeds 3% of the sum due, and in the event of any
       underpayment of more than 3% of the amount due to

                                       12

<PAGE>

       Antares, Ferring shall reimburse Antares in respect of any professional
       charges of such an independent accounting firm incurred for such audit or
       inspection.

10.5   Subject to clause 20 (consequences of termination) the provisions of
       clause 10.4 shall continue to apply notwithstanding termination or expiry
       of this Agreement until the settlement of all subsisting claims of
       Antares.

11.    Improvements

11.1   If Antares or its Associated Companies shall at any time during the term
       of this Agreement make or acquire any Improvement that does not
       constitute a major advance in the technology associated with the delivery
       of pharmaceutical products in the Technical Field that would render the
       Product drug delivery technology obsolete, as distinguished from an
       Improvement to the Products themselves or such drug delivery technology
       (an "Antares Improvement"), Antares shall promptly notify Ferring in
       writing giving details of such Improvement, including any potential
       royalties or other payments that would be owed to third parties ("Third
       Party Payments") in connection with the Manufacture or Exploitation of
       such Antares Improvement, and shall, following a request for the same,
       provide to Ferring such Information, explanations and materials,
       including samples of such Improvement and technical assistance as
       provided in clause 7, as Ferring may reasonably request to be able
       effectively to assess and utilise the same. Ferring shall have the right
       to reject such Antares Improvement at any time on written notice to
       Antares. All Antares Improvements shall automatically be included within
       the scope of this Agreement, subject to Ferring's right to reject any
       such Improvement pursuant to the preceding sentence. Any Information with
       respect to such Antares Improvements that is not covered or claimed by a
       Patent shall be considered Know-how and any patents or Applications with
       respect to such Antares Improvements shall be considered Patents. In the
       event that Ferring does not reject an Antares Improvement that is claimed
       or covered by a Patent, Ferring shall pay to Antares a fair and
       reasonable allocation of such Third Party Payments, if any, that relate
       to the Manufacture and sale of such Antares Improvement under this
       Agreement in an amount to be agreed upon in good faith by the Parties.
       Information so provided shall be deemed to be provided on the same terms
       (such as clause 17 (confidentiality)) as those applicable to the Know-how
       agreed to be provided under clause 7.1 of this Agreement. A Steering
       Committee with three representatives from each party shall be formed to
       discuss and agree on matters under this clause 11.1. In the event that
       the Steering Committee representatives cannot agree whether an
       "Improvement" should be classified as an "Antares Improvement" such
       dispute shall be referred to and finally settled by an independent expert
       organisation acceptable to both parties, the costs of which shall be paid
       by the losing party.

12.    Supply Agreement

12.1   The Parties wish to amend the Supply Agreement as set forth in this
       clause 12.1. The table in Section 5(a) of the Supply Agreement shall be
       deleted in its entirety and be replaced by the following:

                                       13

<PAGE>

12.2

          --------------------------------------------------------------------
          Component of Product:               Part number:    Price (EUR)
          --------------------------------------------------------------------
          ZomaJet 2 VISION - Device           300193-001
          --------------------------------------------------------------------
          ZomaJet 2 VISION A - Head           300195-001      ****
          --------------------------------------------------------------------
          ZomaJet 2 VISION B - Head           300196-001      ****
          --------------------------------------------------------------------
          ZomaJet 2 VISION C- Head            300197-001      ****
          --------------------------------------------------------------------
          ZomaJet 2 VISION - Adapter          300194-001      ****
          --------------------------------------------------------------------

       Except as expressly provided in this clause 12.1, the Supply Agreement
       shall remain in full force and effect, unaffected hereby. Provided
       Antares fulfils its obligations under the Supply Agreement and this
       Agreement to Ferring's satisfaction, Ferring hereby declares its
       intention to enter into good faith negotiations for future supply
       agreements with Antares in relation to MJ-7X, **** and other future
       medical devices. Such supply agreements are however subject inter alia to
       the successful development of such devices, Antares' ability to meet
       Ferring's technical requirements, the future development of the global
       pharmaceutical market, the commercial opportunity presented and mutually
       acceptable terms and conditions being agreed.

12.3   Within **** of the Effective Date, Antares shall enter into an agreement
       (the "Third Party Supply Agreement") with a third party subcontractor
       approved by Ferring (the "Third Party Manufacturer") to Supply Antares
       with sufficient quantities of finished MJ-7 Devices to meet all of
       Antares' Supply obligations to Ferring under the Supply Agreement within
       **** of the Effective Date. Antares shall, at its sole cost and expense,
       transfer all necessary Manufacturing capabilities and provide all
       necessary Regulatory Documentation and technical assistance to such Third
       Party Manufacturer to ensure (a) that such Third Party Manufacturer has a
       fully functional production line for the MJ-7 Devices in place and
       operational by the end of such **** period in order to Supply all of
       Ferring's requirements of Licensed Products under the Supply Agreement,
       which production line is validated and approved by the applicable
       regulatory authorities, and (b) that such Third Party Manufacturer holds
       all necessary approvals, permits and licences to Manufacture and Supply
       such Licensed Products even if Antares were to cease to operate as a
       going concern. As of the Effective Date, the Parties contemplate that
       such Third Party Manufacturer shall be ****, with principal offices
       in****.

12.4   Ferring shall be a third party beneficiary of the Third Party Supply
       Agreement and, in the event Antares fails to fulfil its obligations
       towards Ferring under the Supply Agreement, Ferring shall have the right
       under the Third Party Supply Agreement, on written notice to Antares and
       to the Third Party Manufacturer, to have the Third Party Manufacturer
       Manufacture and Supply directly to Ferring the Licensed Products on terms
       substantially similar to those set forth in the Supply Agreement and as
       set forth in clause 12.1 of this Agreement.

**** Denotes portions omitted pursuant to a request for confidentiality under
Rule 24b-2 of the Securities Exchange Act of 1934. A copy of this agreement with
the omitted information intact has been filed separately with the Securities and
Exchange Commission

                                       14

<PAGE>

13.    Ownership of Intellectual Property

13.1   Subject to clause 13.2 and the licence grants to Ferring under clause 2,
       as between the Parties, each Party shall own and retain all right, title
       and interest in and to any and all: (a) Information, Improvements and
       other inventions that are conceived, discovered, developed or otherwise
       made, as necessary to establish authorship, inventorship or ownership
       under applicable United States law, by or on behalf of such Party (or its
       Associated Companies or its licencees or sub-licencees (other than the
       other Party and its Associated Companies)), whether or not patented or
       patentable, and any and all patent and other intellectual property rights
       with respect thereto, and (b) other Information, Improvements or other
       inventions, and patent and other intellectual property rights that are
       owned or controlled (other than pursuant to the licence grants set forth
       in clause 2) by such Party, its Associated Companies or its licencees or
       sub-licencees (other than the other Party and its Associated Companies)
       except, in each case ((a) or (b)), to the extent that any such
       Information, Improvements or other inventions, or any patent or other
       intellectual property rights with respect thereto, are Joint Know-How or
       Joint Patents.

13.2   Subject to the licence grants to Ferring under clause 2, as between the
       Parties, Antares shall own and retain all right, title and interest in
       and to all Patents and Know-how.

13.3   Subject to the licence grants to Ferring under clause 2, the Parties
       shall each own an equal, undivided interest in any and all (a)
       Information, Improvements and other inventions that are conceived,
       discovered, developed or otherwise made, as necessary to establish
       authorship, inventorship or ownership under applicable United States law,
       jointly by or on behalf of Antares (or its Associated Companies or
       sub-licencees), on the one hand, and Ferring (or its Associated Companies
       or sub-licencees), on the other hand, in connection with the work
       conducted under or in connection with this Agreement, whether or not
       patented or patentable (the "Joint Know-how"), and (b) patents (the
       "Joint Patents") and other intellectual property rights with respect to
       the Joint Know How. The rights and interests of the Parties in such Joint
       Know-how, Joint Patents and other intellectual property rights shall be
       governed by United States law.

13.4   Ferring shall have the sole right, at its sole cost and expense, to
       obtain, prosecute (including any interferences, reissue proceedings and
       re-examinations) and maintain the Joint Patents throughout the world.
       Ferring shall have the sole right, in its sole discretion, at it sole
       cost and expense, to take any measures it deems appropriate to stop any
       infringement or suspected or threatened infringement of the Joint Patents
       or to grant to the infringing third party adequate rights and licences
       necessary for continuing such activities. In the event any third party
       asserts as a defence or as a counterclaim in any infringement action, or
       in a declaratory judgement action filed by such third party, that any
       Joint Patent is invalid or unenforceable, Ferring shall have the sole
       right, in its sole direction, at its sole cost and expense, to respond to
       such defence or defend against such counterclaim or action (as
       applicable). Antares shall, and shall cause its Associated Companies, at
       Ferring's sole cost and expense, to assist and cooperate with Ferring in
       filing, prosecuting, maintaining and enforcing the Joint Patents.

                                       15

<PAGE>

14.    Patent Infringement and Misuse of Confidential Information

14.1   Upon the occurrence of any infringement or suspected or threatened
       infringement of the Patents or misappropriation or misuse of the
       Know-how, Antares and Ferring shall immediately consult to decide what
       steps shall be taken to prevent or terminate such infringement.

14.2   Antares or Ferring shall take all steps as may be agreed by them in
       pursuance of clause 14.1, including the institution of legal proceedings
       where necessary in the name of one of the Parties or in the joint names
       of Antares and Ferring as appropriate.

14.3   If Antares fails within ninety (90) days following notice of such
       infringement, or earlier notifies Ferring in writing of its intent not,
       to take commercially appropriate steps to remove any infringement of any
       Patent, Ferring is hereby authorised by Antares to take such steps as may
       be considered necessary or appropriate by Ferring, whether or not
       agreement shall have been reached in pursuance of clause 14.1, to stop
       such infringing activities by such third party or to grant to the
       infringing third party adequate rights and licences necessary for
       continuing such activities. In so doing Ferring shall not be acting as
       the agent or in any way on behalf of Antares, but Antares shall give all
       reasonable assistance at Ferring's expense to facilitate any proceedings
       by Ferring. Ferring shall bear all costs but shall be entitled to retain
       for its own absolute benefit any damages, costs or other expenses awarded
       or recovered in any such proceedings.

15.    Maintenance of the Patents

15.1   Antares shall diligently file and prosecute Patent Applications to secure
       patent rights for the Patents and pay all costs and fees in connection
       therewith.

15.2   Subject to clause 15.3, Antares shall during the term of this Agreement
       diligently file, prosecute (including any interferences, reissue
       proceeding and re-examinations) and maintain the Patents throughout the
       world and shall bear all costs and expenses, including all renewal fees,
       of the Patents.

15.3   Antares shall not during the term of this Agreement, save with the prior
       written consent of Ferring, abandon any of the Patents or allow any of
       them to lapse. If Antares elects not (a) to pursue or continue the
       filing, prosecution (including any interferences, reissue proceedings and
       re-examinations) or maintenance of a Patent in a particular country, or
       (b) to take any other action with respect to a Patent in a particular
       country that is necessary or useful to establish, preserve or extend
       rights thereto, including by seeking any Patent term extension,
       restoration or the like that may be available now or in the future, then
       in each such case Antares shall so notify Ferring in writing not less
       than two (2) months before any deadlines by which an action must be taken
       to establish or preserve any such rights in such Patent in such country.
       Upon receipt of each such notice by Ferring or if, at any time, Antares
       fails to initiate any such action within thirty (30) days after a
       reasonable request by Ferring that it do so (and thereafter diligently
       pursue such action), Ferring shall have the right, but not the
       obligation, to pursue the filing or registration, or support the
       continued prosecution (including any interferences, reissue

                                       16

<PAGE>

       proceedings and re-examinations) or maintenance, of such Patent at its
       expense in such country; provided, however, that Ferring shall have the
       right to offset all such expense against any amounts owed to Antares
       under this Agreement. If Ferring elects to pursue such filing or continue
       such support then Ferring shall notify Antares of such election and
       Antares shall, and shall cause its Associated Companies to, (x)
       reasonably cooperate with Ferring in this regard, and (y) promptly
       release or assign to Ferring, without consideration, all right, title and
       interest in and to such Patent in such country and such Patent shall
       cease to be a Patent hereunder.

15.4   Antares shall not during the term of this Agreement, save with the prior
       written consent of Ferring, amend the specifications or claims of any of
       the Patents or Patent Applications.

16.    Third Party Licences

16.1   If, after reasonable consultation with Antares, in the opinion of
       Ferring, the Manufacture or Exploitation of Licenced Products by Ferring,
       its Associated Companies or any of its sub-licencees infringes or
       misappropriates any patent or any other intellectual property right of a
       third party in any country, such that Ferring or any of its Associated
       Companies or sub-licencees cannot Manufacture or Exploit the Licenced
       Products in such country without infringing the patent or other
       intellectual property rights of such third party, then, Ferring shall
       have the first right, but not the obligation, to negotiate and obtain a
       licence from such third party as necessary for Ferring and its Associated
       Companies and sub-licencees to Manufacture and Exploit the Licenced
       Products in such country. Fifty percent (50%) of all payments or
       royalties that Ferring is ordered to or agrees to pay to a third party in
       order to secure the right to continue the Manufacture or Exploitation of
       the Licensed Products shall be offset against the royalties payable under
       clause 8.2.

17.    Confidentiality

17.1   Each Party undertakes with the other that it shall keep and it shall
       procure that its Associated Companies (and, in the case of Ferring, any
       sub-licensees) and its and their respective directors and employees keep
       secret and confidential, and not publish or otherwise disclose and not
       use any know-how and other information that in both cases has been
       communicated to it by the other under or in respect of this Agreement or
       acquired from the other as a result of this Agreement and shall not
       disclose the same or any part of the same to any Person whatsoever other
       than as provided in clause 17.2.

17.2   The provisions of clause 17.1 shall not apply to know-how or other
       information that:

       17.2.1  the receiving Party can demonstrate to have been in its
               possession (other than under an obligation of confidence to the
               other or to a third party) at the date of receipt; or

       17.2.2  becomes public knowledge otherwise than through a breach of any
               obligation of confidentiality owed to the disclosing Party; or

                                       17

<PAGE>

       17.2.3  is subsequently received by the receiving Party from a third
               party who is not bound by any obligation of confidentiality with
               respect to said information, or

       17.2.4  is independently developed by or for the receiving Party without
               reference to the disclosing Party's know-how or other
               information.

17.3   Each Party may disclose any such know-how or other information to the
       extent that such disclosure is made under a legal obligation.

17.4   Ferring and its Associated Companies and sub-licensees may disclose on a
       confidential basis any such know-how or other information to the extent
       such disclosure is made in the course of Manufacturing, having
       Manufactured or Exploiting, servicing or repairing the Licensed Products
       or Manufacturing or using the Equipment.

17.5   Each Party agrees that it will, upon the request of the other Party but
       at such first Party's own expense, take such steps as such other Party
       may reasonably require to enforce any confidentiality undertaking given
       by a director or employee of such first Party, including in particular
       but without prejudice to the generality of the foregoing obligation, the
       initiation and prosecution of any legal proceedings and the enforcement
       of any judgement obtained.

17.6   The provisions of this clause 17 with respect to any know-how and other
       information shall remain in force for a period of ten (10) years from the
       date of receipt by the receiving Party of such know-how or other
       information, notwithstanding earlier termination of this Agreement.

18.    Force Majeure

18.1   Neither party shall be held in breach of any of its obligations under
       this Agreement (save with respect to any obligation to make payment) to
       the extent only that due performance or observance of such obligation is
       prevented, hindered or delayed by reason of any cause not within the
       reasonable control of such Party , including any act of God, war and
       other hostilities (whether or not war is declared), acts of terrorism,
       civil commotion, (accident, strikes, lock-outs, trade disputes acts or
       restraints of government, imposition or restrictions of imports or
       exports). Said Party shall make its good faith, diligent efforts to
       resume its obligations under this Agreement without any delay.

19.    Termination

19.1   Either Party shall have the right to terminate this Agreement in its
       entirety or with respect to one or more countries in the Territory if the
       other Party shall fail to make any payment due under this Agreement when
       it becomes due or shall fail to perform or observe any material
       obligation on its part to be performed or observed under this Agreement
       with respect to such country or countries, provided that the breaching
       Party is given written notice of the nature of such breach and an
       opportunity to cure such breach within thirty (30) days after the receipt
       of such notice (or, if such default cannot be cured within such thirty
       (30) day period, if the breaching Party does not commence actions to cure
       such default within such thirty (30) day period and thereafter diligently
       continue such actions).

                                       18

<PAGE>

19.2   Ferring shall have the right in its sole discretion to terminate this
       Agreement in its entirety or with respect to one or more countries in the
       Territory upon ninety (90) day's prior written notice.

20.    Consequences of Termination

20.1   On termination of this Agreement in its entirety by Antares pursuant to
       clause 19.1 or by Ferring pursuant to clause 19.2:

       20.1.1  Each Party shall, at the request of the other, return promptly to
               the other all technical and promotional material in its
               possession relating to the Licensed Products and the Know-how or
               containing or comprising the other Party's Information or other
               Confidential Information and to which the returning Party does
               not retain rights hereunder (except one copy of which may be
               retained for archival purposes).

       20.1.2  All rights and licences granted to Ferring under this Agreement
               shall terminate and revert to Antares and Ferring shall
               co-operate with Antares in the cancellation of all or any such
               licences registered pursuant to this Agreement and shall execute
               any and all such documents and do acts and things as may be
               necessary in connection therewith.

       20.1.3  Ferring shall have the right to finish all Licensed Products in
               the course of Manufacture or otherwise in process at the date of
               termination and sell all stocks of the Licensed Products
               Manufactured under this Agreement, provided that any royalty
               payable under the provisions of clause 8.2 (as if such stocks
               shall have been Manufactured at the date of termination) shall be
               received within a period of ninety (90) days following
               termination.

20.2   On termination of this Agreement with respect to one or more countries by
       Antares pursuant to clause 19.1 or by Ferring pursuant to clause 19.2:

       20.2.1  Each Party shall, at the request of the other, return promptly to
               the other all technical and promotional material in its
               possession relating to the Licensed Products and the Know-how or
               containing or comprising the other Party's Information or other
               Confidential Information with respect to such country or
               countries and to which the returning Party does not retain rights
               hereunder (except one copy of which may be retained for archival
               purposes).

       20.2.2  All rights and licences granted to Ferring under this Agreement
               with respect to such country or countries shall terminate and
               revert to Antares and Ferring shall co-operate with Antares in
               the cancellation of all or any such licences registered pursuant
               to this Agreement with respect to such country or countries and
               shall execute any and all such documents and do acts and things
               as may be necessary in connection therewith.

       20.2.3  Ferring shall have the right to finish all Licensed Products in
               the course of Manufacture or otherwise in process in such country
               or countries at the date of

                                       19

<PAGE>

               termination and sell all stocks of the Licensed Products
               Manufactured under this Agreement in such country or countries,
               provided that any royalty payable under the provisions of clause
               8.2 (as if such stocks shall have been Manufactured at the date
               of termination) shall be received within a period of ninety (90)
               days following termination.

20.3   On termination of this Agreement in its entirety by Ferring pursuant to
       clause 19.1:

       20.3.1  Antares shall, at the request of Ferring, return promptly to
               Ferring all technical and promotional material in its possession
               relating to the Licensed Products and the Know-how or containing
               or comprising Ferring's Information or other Confidential
               Information (except one copy of which may be retained for
               archival purposes).

       20.3.2  All licences and other rights granted by Antares to Ferring under
               clause 2.1 shall continue in perpetuity and shall be fully paid
               up and Ferring shall have no further obligations under clause
               8.2.

20.4   On termination of this Agreement with respect to one or more countries by
       Ferring pursuant to clause 19.1:

       20.4.1  Antares shall, at the request of Ferring, return promptly to
               Ferring all technical and promotional material in its possession
               relating to the Licensed Products and the Know-how or containing
               or comprising Ferring's Information or other Confidential
               Information with respect to such country or countries (except one
               copy of which may be retained for archival purposes).

       20.4.2  All licences and other rights granted by Antares to Ferring under
               clause 2.1 with respect to such country or countries shall
               continue in perpetuity and shall be fully paid up and Ferring
               shall have no further obligations under clause 8.2.

20.5   Upon expiration of this Agreement, all licences and other rights granted
       by Antares to Ferring under clause 2.1 shall continue in perpetuity on a
       non-exclusive basis and shall be fully paid up and Ferring shall have no
       further obligations under clause 8.2.

20.6   The termination of this Agreement however arising shall be without
       prejudice to the provisions of clause 17 (confidentiality), this clause
       20 (consequences of termination), clause 21 (indemnification) and clause
       22.8 (governing law) and to any other express obligations in this
       Agreement of a continuing nature and to any rights of either Party which
       may have accrued at or up to the date of termination.

20.7   All rights and licences granted under or pursuant to this Agreement by
       Antares to Ferring are, and shall be deemed to be, for purposes of
       Section 365(n) of the United States Bankruptcy Code, licences of rights
       to "intellectual property" as defined under Section 101 of the United
       States Bankruptcy Code (the "Bankruptcy Code"). Antares agrees that
       Ferring, as licencee of such rights under this Agreement, shall retain
       and may fully exercise all of its rights and elections under the
       Bankruptcy Code. Antares further agrees that, following the entry of an
       order for relief in a case by or against Antares as debtor

                                       20

<PAGE>

       under the Bankruptcy Code, if Antares fails to perform its obligations
       under this Agreement, Ferring shall be entitled to a complete duplicate
       of (or complete access to, as appropriate) all such intellectual property
       and all embodiments of such intellectual property, which, if not already
       in its possession, shall be promptly delivered to it (a) prior to the
       rejection of this Agreement by Antares in accordance with the Bankruptcy
       Code, and (b) following such rejection (if not theretofore delivered),
       upon written notice of (i) its election to retain its rights to such
       intellectual property in accordance with Section 365(n)(1)(B) of the
       Bankruptcy Code, and (ii) its request for such delivery.

21.    Indemnification

21.1   Ferring shall at all times indemnify and keep indemnified Antares, its
       Associated Companies and their respective officers, directors, employees
       and agents against all costs, claims, damages or expenses ("Losses")
       incurred by Antares or its Associated Companies or for which Antares or
       its Associated Companies may become liable with respect to third party
       claims that arise or result from (a) any product liability claim relating
       to Licensed Products Manufactured or Exploited by Ferring (or any
       sub-licencee of Ferring) pursuant to this Agreement, but excluding any
       such claims relating to a design defect of the Licensed Product or any
       materials supplied by or on behalf of Antares and its Associated
       Companies pursuant to clause 7, or (b) the negligence or willful
       misconduct of Ferring or its Associated Companies, except for those
       Losses for which Antares has an obligation to indemnify Ferring and its
       Associated Companies pursuant to clause 21.2, as to which Losses each
       Party shall indemnify the other to the extent of their respective
       liability for the Losses.

21.2   Antares shall at all times indemnify and keep indemnified Ferring against
       all Losses incurred by Ferring or for which Ferring may become liable
       with respect to third party claims that arise or result from (a) any
       product liability claim relating to a design defect of the Licensed
       Products or any materials supplied by or on behalf of Antares and its
       Associated Companies pursuant to clause 7, or (b) the negligence or
       willful misconduct of Antares or its Associated Companies, except for
       those Losses for which Ferring has an obligation to indemnify Antares and
       its Associated Companies pursuant to clause 21.1 as to which Losses each
       Party shall indemnify the other to the extent of their respective
       liability for the Losses.

21.3   Should either Party (the "Indemnified Party") intend to claim
       indemnification hereunder from the other Party (the "Indemnifying
       Party"), the Indemnified Party shall promptly notify the Indemnifying
       Party in writing of any Losses in respect of which the Indemnified Party
       intends to claim such indemnification and the Indemnifying Party shall be
       entitled, but not obligated, to assume the defence thereof with counsel
       selected by it. The Indemnified Party, including its Affiliates,
       directors, officers and employees, shall co-operate fully, at the
       Indemnifying Party's expense, with the Indemnifying Party and its legal
       representatives in the investigation and defence of any action, claim or
       liability covered by this indemnification. The indemnification shall not
       apply to amounts paid in settlement of any loss, claim, damage, liability
       or action if such settlement is effected without the consent of the
       Indemnifying Party.

                                       21

<PAGE>

21.4   EXCEPT IN CIRCUMSTANCES OF GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT,
       NONE OF ANTARES, FERRING OR ANY OF THEIR RESPECTIVE ASSOCIATED COMPANIES
       SHALL BE LIABLE FOR SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL
       DAMAGES (INCLUDING FOR LOST PROFITS, MILESTONES OR ROYALTIES), WHETHER IN
       CONTRACT, WARRANTY, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHERWISE,
       ARISING OUT OF (a) THE DEVELOPMENT, MANUFACTURE, USE OR SALE OF ANY
       LICENSED PRODUCT DEVELOPED, MANUFACTURED, MARKETED OR OTHERWISE EXPLOITED
       HEREUNDER, OR (b) ANY BREACH OF OR FAILURE TO PERFORM ANY OF THE
       PROVISIONS OF THIS AGREEMENT.

22.    General

22.1   If any clause or any part of any clause in this Agreement is declared
       invalid or unenforceable by the judgement or decree by consent or
       otherwise of a court of competent jurisdiction from whose decision no
       appeal is or can be taken all, and if the rights or obligations of either
       Party under this Agreement will not be materially and adversely affected
       thereby, then the other clauses or parts of clauses contained in this
       Agreement shall remain in full force and effect and shall not be affected
       thereby for the term of this Agreement. In lieu of such invalid or
       unenforceable provision, there shall 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 and
       reasonably acceptable to the Parties.

22.2   Each Party shall at any time on the request of the other do and execute
       all such acts, deeds, documents and things as may reasonably be required
       by the other to perfect and complete the grant of the rights and licences
       conferred by this Agreement on the other, or to record any change in the
       status of such rights, including in particular entry into forms of
       licence or other instruments confirmatory of such rights for registration
       with appropriate authorities in the Territory.

22.3   No relaxation, forbearance, delay or indulgence by either Party in
       enforcing any of the terms and conditions of this Agreement or the
       granting of time by either Party to the other shall prejudice, affect or
       restrict the rights and powers of that Party under this Agreement nor
       shall any waiver by either Party of any breach of this Agreement operate
       as a waiver of or in relation to any subsequent or any continuing breach
       of this Agreement.

       22.3.1  This Agreement and its Schedules constitute the entire agreement
               between the Parties with respect to its subject matter and
               supersede any previous agreement between the Parties relating to
               such subject matter (other than the Supply Agreement, which shall
               remain in full force and effect, except as expressly amended by
               this Agreement).

       22.3.2  Each Party acknowledges and agrees that in entering into this
               Agreement and its Schedules it does not rely on, and shall have
               no remedy in respect of, any statement, representation, warranty
               or understanding (whether negligently or innocently made) of any
               Person (whether party to this Agreement or not) other

                                       22

<PAGE>

               than as expressly set out in this Agreement and its Schedules as
               a warranty or representation. The only remedy available to it for
               breach of such warranties or representations shall be for breach
               of contract under the terms of this Agreement. Nothing in this
               clause shall, however, operate to limit or exclude any liability
               for fraud.

22.4   No variation of this Agreement shall be effective unless it is in writing
       signed by a duly authorised officer of each Party.

22.5   Nothing in this Agreement shall be deemed to constitute a partnership
       between the Parties nor shall either Party be taken to have any authority
       to bind or commit the other or be taken to have authority to act as the
       agent of the other or in any other capacity other than as expressly
       authorised in this Agreement.

22.6   Any notice or other document to be given under this Agreement shall be
       given by sending the same in a prepaid airmail letter or by courier to
       the address of the relevant Party set out in this Agreement or to such
       other address as that party may have notified to the other for the
       purposes of this Agreement. Any notice sent by post shall be deemed (in
       the absence of evidence of earlier receipt) to have been delivered 14
       days after despatch and in proving the fact of despatch it shall be
       sufficient to show that: the envelope containing the notice was properly
       addressed stamped and posted.

22.7   Other than as expressly permitted under this Agreement neither Ferring
       nor Antares shall assign, transfer, charge, encumber or otherwise deal
       with the whole or any part of this Agreement or its rights or obligations
       under this Agreement, provided that Ferring shall have the right at any
       time upon notice to Antares to assign all or some of its rights and
       obligations (arising as from the date of assignment) under this Agreement
       to (a) any Associated Company, or (b) any third party with which it
       merges or consolidates, or to which it transfers all or substantially all
       of its assets to which this Agreement relates if in any such event the
       assignee assumes in writing all of Ferring's obligations under this
       Agreement.

22.8   This Agreement shall be governed by and construed and interpreted in
       accordance with the laws of the State of New York, United States of
       America, excluding any conflicts or choice of law rule or principle that
       might otherwise refer construction or interpretation of this Agreement to
       the substantive law of another jurisdiction, and the Parties thereby
       submit to the exclusive jurisdiction of the courts in the State of New
       York, United States of America.

22.9   This Agreement may be executed in two (2) or more counterparts, each of
       which shall be deemed an original, but all of which together shall
       constitute one and the same instrument.

                                       23

<PAGE>

IN WITNESS of which the parties have caused this Agreement to be duly executed
the day and year first above written.

ANTARES PHARMA, INC.                       FERRING BV

By: /s/ Roger G. Harrison                  By: /s/ Frederik Paulsen
    -----------------------------              -------------------------------

                                       24

<PAGE>

                                   Schedule A

                                     Patents

Part I - Applications:

****

**** Denotes portions omitted pursuant to a request for confidentiality under
Rule 24b-2 of the Securities Exchange Act of 1934. A copy of this agreement with
the omitted information intact has been filed separately with the Securities and
Exchange Commission

<PAGE>

                                   Schedule A

                                     Patents

Part II - Patents:

                              Antares Pharma, Inc.
                     Pertains to                 Reference No.
--------------------------------------------------------------
COUPLING DEVICE FOR MEDIAL INJECTION SYSTEM
US 5,846,233         ZomaJet2 Vision                88066-2699
                     ZomaJet2 VisionX

                              Antares Pharma, Inc.
                     Pertains to                 Reference No.
--------------------------------------------------------------
SAFETY MECHANISM FOR INJECTION DEVICES
US 5,865,795         ZomaJet2 Vision                88066-3200
                     ZomaJet2 VisionX


                              Antares Pharma, Inc.
                     Pertains to                 Reference No.
--------------------------------------------------------------
NOZZLE AND ADAPTER FOR LOADING MEDICAMENT INTO AN INJECTOR
US 5,769,138         ZomaJet2 Vision                88066-3700
EP 97917716.9        ZomaJet2 VisionX               88066-3702
Japan 9-535486                                      88066-3703
Taiwan NI-089822                                    88066-3705
China 97194934.4                                    88066-3706
Korea 707827/98                                     88066-3750


                              Antares Pharma, Inc.
                     Pertains to                 Reference No.
--------------------------------------------------------------
PLUNGER FOR NOZZLE ASSEMBLY
US 5,921,967         ZomaJet2 Vision                88066-4400
Taiwan NI-102209     ZomaJet2 VisionX               88066-4405
                     MJ8

<PAGE>

                                   Schedule A

Encumbrances and Lienholders

Pursuant to a Security Agreement dated July 12, 2002, Antares has granted a
security interest in all of its property and assets to holders of its 10%
Secured Convertible Debentures. With respect to this security interest, Antares
agrees to the Letter of Undertaking attached to this Schedule A.

<PAGE>

                                   Schedule B

                                    Know-how

During the term of the License Agreement, Antares agrees to provide Ferring with
all Know-how that is not disclosed by the Patents to allow Ferring to exercise
all rights granted to Ferring pursuant to such License Agreement.

<PAGE>

                                   Schedule C

                                    Territory

"Exclusive Manufacturing Territory" shall mean all countries and territories in
the world, with the exception of **** and with the exception of the countries
and territories comprising the "Asia/Pacific" territory.

"Asia/Pacific" shall mean the following countries and/or territories:

Japan
Australia
China
Hong Kong
Indian sub-continent
Indonesia
Korea
Malaysia
New Zealand
Philippines
Singapore
Thailand
Taiwan

<PAGE>

                                   Schedule D

                           Confirmatory Patent Licence

Antares agrees to enter into any Confirmatory Patent License delivered to it by
Ferring, that is reasonably required by any Patent Offices in the Territory to
allow Ferring to exercise all of the rights granted to Ferring under the License
Agreement.

<PAGE>

                                   Schedule E

                                  Raw Materials

****

**** Denotes portions omitted pursuant to a request for confidentiality under
Rule 24b-2 of the Securities Exchange Act of 1934. A copy of this agreement with
the omitted information intact has been filed separately with the Securities and
Exchange Commission


<PAGE>

                                   Schedule F

                                    AJ-1 ****
                                 Specifications

****

**** Denotes portions omitted pursuant to a request for confidentiality under
Rule 24b-2 of the Securities Exchange Act of 1934. A copy of this agreement with
the omitted information intact has been filed separately with the Securities and
Exchange Commission


<PAGE>

                                   Schedule G

                                 Specifications

****

**** Denotes portions omitted pursuant to a request for confidentiality under
Rule 24b-2 of the Securities Exchange Act of 1934. A copy of this agreement with
the omitted information intact has been filed separately with the Securities and
Exchange Commission