<PAGE>

AMENDMENT DATED AS OF FEBRUARY 21, 1995 TO EMPLOYMENT AGREEMENT between Schein
Pharmaceutical, Inc. (the "Company") and Martin Sperber ("Sperber").

The Company and Sperber are parties to an employment agreement dated September
30, 1994 (the "Employment Agreement"), pursuant to which Sperber is employed as
the Company's Chairman of the Board, Chief Executive Officer and President.

The Company and Sperber agree as follows:

1. Section 2.1 of the Employment Agreement is hereby amended to read in its
entirety as follows:

      "As compensation for Sperber's employment hereunder, Sperber shall be
      entitled to receive a base salary (the "Base Salary") of $600,000 per
      annum for the first year of the Employment Period, $650,000 per annum for
      the second year of the Employment Period and $700,000 per annum for the
      third, fourth and fifth years of the Employment Period, payable in
      accordance with the Company's normal payroll practices for tits senior
      executive officers from time to time in effect."

2. Capitalized terms not otherwise defined herein shall have the meanings
ascribed thereto in the Employment Agreement. Except as expressly amended
hereby, all provisions of the Employment Agreement shall remain in full force
and effect.


                                        SCHEIN PHARMACEUTICAL, INC.


/s/ Martin Sperber                      By: /s/ [ILLEGIBLE]
-----------------------------------        -------------------------------------
MARTIN SPERBER                             Executive Vice President and
                                           Chief Operating Officer

<PAGE>

                                 AMENDMENT NO 1
                                     TO THE
                           EMPLOYMENT AGREEMENT DATED
                           SEPTEMBER 30, 1994 BETWEEN
                 SCHEIN PHARMACEUTICAL, INC. AND MARTIN SPERBER

Reference in made to the Employment Agreement dated September 30, 1994 between
Schein Pharmaceutical, Inc. and Martin Sperber (the "Employment Agreement").
Capitalized terms not otherwise defined herein shall have the meaning ascribed
thereto in the Employment Agreement.

1. Section 1.2 of the Employment Agreement is amended to read in its entirety as
follows:

            "1.2 Employment Period. Sperber's employment shall be for the period
      commencing on January 1, 1994 and ending on January 1, 2000 (the
      "Employment Expiration Date"), unless terminated earlier pursuant to the
      Section 4 hereof (the "Employment Period")."

2. In Section 3.2 of the Employment Agreement the definition of "Average Total
Cash Compensation" shall be amended to read as follows:

      '"Average Total Cash Compensation" shall mean the average of the highest
      three of the last six fiscal years of Total Cash Compensation (as defined
      below) occurring prior to the date Sperber's employment is terminated;'

Except as amended hereby, the Employment Agreement shall continue in full force
and effect.

Dated as of March 6, 1998

                                        SCHEIN PHARMACEUTICAL, INC.

/s/ Martin Sperber                      By: /s/ [ILLEGIBLE]
-----------------------------------        -------------------------------------
Martin Sperber                             Authorized Officer
<PAGE>

                                 AMENDMENT NO. 2
                                     TO THE
                           EMPLOYMENT AGREEMENT DATED
                           SEPTEMBER 30, 1994 BETWEEN
                 SCHEIN PHARMACEUTICAL, INC. AND MARTIN SPERBER

Reference is made to the Employment Agreement dated September 30, 1994 between
Schein Pharmaceutical, Inc. and Martin Sperber, as amended by Amendment No. 1
thereto dated as of March 6, 1998 (the "Employment Agreement"). Capitalized
terms not otherwise defined herein shall have the meaning ascribed thereto in
the Employment Agreement.

1. Section 1.2 of the Employment Agreement is amended to read in its entirety as
follows:

            "1.2 Employment Period. Sperber's employment shall be for the period
      commencing on January 1, 1994 and ending on January 1, 2001 (the
      "Employment Expiration Date"), unless terminated earlier pursuant to
      Section 4 hereof (the "Employment Period")."

2. Section 2.1 of the Employment Agreement is amended to read in its entirety as
follows:

            "2.1 Base Salary. As compensation for Sperber's employment
hereunder, Sperber shall be entitled to receive a base salary (the "Base
Salary") at a rate of $600,000 per annum for the first two years of the
Employment Period and $700,000 per annum for the next five years of the
Employment Period, payable in accordance with the Company's normal payroll
practices for its senior executive officers from time to time in effect."

3. In Section 3.2 of the Employment Agreement, the definition of "Average Total
Cash Compensation" shall be amended to read as follows:

            '"Average Total Cash Compensation" shall mean the average of the
      highest three of the last seven full fiscal years of Total Cash
      Compensation (as defined below) occurring prior to the date Sperber's
      employment is terminated;'

4. A new Section 3.3 is added to the Employment Agreement to read in its
entirety as follows:

            "3.3 Stock Options. In the event Sperber's employment is terminated
      pursuant to Section 4.1 upon Sperber's death, Disability, retirement at or
      after age 65, or by the Company other than with Cause, all unvested stock
      options held by Sperber on the date of such termination or retirement
      shall immediately vest and be fully exercisable, and all stock options
      held by Sperber (including those vesting by reason of the preceding
<PAGE>

      provision) shall remain exercisable (to the extent not exercised) for a
      period of three years from the date of such termination or retirement."

Except as amended hereby, the Employment Agreement shall continued in full force
and effect.


Dated as of November 18, 1999

                                        SCHEIN PHARMACEUTICAL, INC.


/s/ Martin Sperber                      By: /s/ Paul Feuerman
-----------------------------------        -------------------------------------
Martin Sperber                             Name: Paul Feuerman
                                           Title: SR VP & GEN COUNSEL

<PAGE>


                                 AMENDMENT NO. 3
                                     TO THE
                           EMPLOYMENT AGREEMENT DATED
                           SEPTEMBER 30, 1994 BETWEEN
                 SCHEIN PHARMACEUTICAL, INC. AND MARTIN SPERBER

Reference is made to the Employment Agreement dated September 30, 1994 between
Schein Pharmaceutical, Inc. and Martin Sperber, as amended by Amendment No. 1
thereto dated as of March 6, 1998 and Amendment No. 2 thereto dated as of
November 18, 1999 (the "Employment Agreement"). Capitalized terms not otherwise
defined herein shall have the meaning ascribed thereto in the Employment
Agreement.

1.  A new Section 5.6 is added to the Employment Agreement as follows:

          "5.6 FAILURE TO OFFER EXTENSION. If the Company fails to offer
    Sperber in writing, on or prior to any Employment Expiration Date during
    the Employment Period, the opportunity to extend the then Employment
    Expiration Date to a date one year after such date, the Company shall pay
    to Sperber, in a lump sum in cash within 30 days of such Employment
    Expiration Date, an amount equal to his Base Salary on such Employment
    Expiration Date plus $375,000 (the "Reference Bonus"). Nothing contained in
    this Section 5.6 shall be deemed to limit in any way Sperber's and his
    spouse's right to receive the benefits referred to in Section 3.1 and 3.2
    hereto."

2.  A new Section 5.7 is added to the Employment Agreement as follows:

          "5.7 CHANGE OF CONTROL. If Sperber's employment with the Company is
    terminated by the Company for any reason, other than upon his death or
    Disability or for Cause, or by Sperber pursuant to Section 4.1(c), in
    each case within two years following a Change of Control (as such term is
    defined in the Company's 1999 Stock Option Plan) or 90 days prior to such
    Change of Control, the Company shall pay to Sperber, in a lump sum in cash
    within 30 days of the later of such termination date and the Change of
    Control date, an amount equal to twice the sum of his Base Salary on such
    termination date plus the Reference Bonus, reduced by any amount paid or
    payable to Sperber pursuant to Sections 5.4(b) and (c). Nothing contained
    in this Section 5.7 shall be deemed to limit in any way Sperber's or his
    spouse's right to receive the benefits referred to in Sections 3.1 and 3.2
    hereto."

3.  A new Section 11 is added to the Employment Agreement as follows:

          "11. MAXIMUM PAYMENT. Notwithstanding anything herein to the
    contrary, if it is determined that any payment made to Sperber, whether
    pursuant to the terms of this Agreement or otherwise (including but not
    limited to any stock option agreement), would be subject to the excise
    tax imposed by Section 4999 of the Internal Revenue Code, or any interest
    or penalties with respect to such excise tax (such excise tax, together
    with any interest or penalties thereon, is herein referred to as an
    "EXCISE TAX"), then Sperber shall be entitled to an additional payment or
    payments (a "GROSS-UP PAYMENT") in an amount that will place him in the
    same after-tax economic position that he would have enjoyed if the Excise
    Tax had not applied. The amount of the Gross-Up Payment shall be determined
    by the nationally recognized firm of accountants serving as the
    Corporation's independent auditors immediately prior to the Change of
    Control which resulted in the application of the Excise Tax, in their sole
    discretion, and shall be payable upon Sperber's demand."

Except as amended hereby, the Employment Agreement shall continue in full
force and effect.

Dated as of December 31, 1999



/s/ Martin Sperber
----------------------------------        SCHEIN PHARMACEUTICAL, INC.
    Martin Sperber

                                          By: /s/ Dariush Ashrafi
                                              -------------------------
                                              Dariush Ashrafi
                                              President and
                                              Chief Operating Officer