EXHIBIT 10.1



                           Supply Agreement

                           (1)  MedTrade Products Ltd

                           (2)  Carrington Laboratories Inc



                           Dated:  June 1st, 2005

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 This Agreement is made the 1st day June 2005

 Between:

 (1)  MedTrade Products Limited  (company number:  3839609) whose  registered
      office is at Electra House, Crewe  Business Park, Crewe, Cheshire,  CW1
      6GL ('MTP').

 (2)  Carrington Laboratories, Inc. whose registered office is at 2001 Walnut
      Hill Lane, Irving, Texas, TX 75038, USA. ('CLI').


 Background:

 The parties wish to enter this Agreement, on the terms and conditions below,
 for the supply  by MTP of  Products to CLI  for distribution  solely to  the
 companies given in Schedule 2.

 MTP designs,  develops,  manufactures  and  supplies professional and retail
 woundcare, footcare and skin care products.

 CLI designs, develops, manufactures and supplies professional and retail
 woundcare, footcare and skin care products.

 It is agreed as follows:

 1.   Definitions and interpretation

 1.1  In this Agreement, unless the context otherwise requires, the following
      words have the following meanings:



      "this Agreement"             This Agreement (including any schedule or
                                   annex to it and any document in agreed
                                   form relating hereto);

      "Commencement Date"          1st June 2005

      "Agreement Period"           The period of one year from the
                                   Commencement Date.

      "Product(s)"                 The Products detailed in Schedule 3,
                                   which are or are to be, sold under a
                                   branding or brand name, which is owned,
                                   operated, or marketed by the companies
                                   given in Schedule 2.

      "Technical                   The respective proprietary information of
       Information"                each party hereto embodied in the design
                                   of the Products and or packaging, and,
                                   in general, all confidential information,
                                   specifications, design data, know-how,
                                   experience, and all other technical
                                   information relating to Products.

      "Customers" or "Potential    A company in Schedule 2, or any of its
       Customers'                  Subsidiaries

      "Supplier" or "Potential     Any person, firm or company who is a
       Supplier"                   sub-contractor to MTP for the manufacture
                                   of this Product.

      "Subsidiary"                 In relation to a company any other
                                   company in the world of which the first
                                   mentioned company owns (either directly
                                   or indirectly) more than fifty percent
                                   (50%) of the voting stock thereof or
                                   controls the composition of a majority
                                   of its Board of Directors.

 1.2  In this Agreement, unless the context otherwise requires:

         (a)  words in the singular include the plural and vice versa and
              words in one gender include any other gender; and

         (b)  headings are for convenience only and shall not affect the
              interpretation of this Agreement.

 2.   Sale, Supply and Delivery of the Products.

 2.1  MTP agrees to provide CLI the Products in consideration of the purchase
      price, described in Section 7.1, to  be paid by CLI, and in  accordance
      with the specifications for  the Products set forth  in Schedule 3,  in
      accordance with Section 7.1.

 3.2  MTP  shall  supply  the  Products  to  CLI  on the  following terms  of
      delivery:

        (a)  Delivery of the Products shall be made CIF USA port of entry,
             UK side of customs, unless the parties otherwise agree in
             writing

        (b)  MTP shall deliver the Products by the mutually-agreed upon
             delivery dates agreed at time of creation of purchase order
             (the "Delivery Dates").

        (c)  Where part shipments are agreed by both parties, they
             shall be treated as separate deliveries and therefore separate
             sales.  MTP shall invoice for such deliveries separately.

 4.   Documentation

      MTP  shall  deliver  with  the  Products  such  technical  or   quality
      documentation as the parties may agree  prior to the relevant  Delivery
      Date.

 5.   Risk and Property in the Products

 5.1  Title  and risk of damage  to, or loss of,  the Products shall pass  to
      CLI upon delivery to USA port of entry, UK side of customs.

 5.2  When  (i) payment for the  Products is overdue  and undisputed by  CLI,
      (ii)  CLI  suffers  distress,  (iii)   CLI  makes  an  arrangement   or
      composition with creditors (iv) CLI enters into liquidation  (otherwise
      than for  the  purpose  of amalgamation  or  reconstruction  where  the
      corporate body, as  amalgamated or  reconstructed accepts  in full  the
      CLI's liability  to pay  for the  goods),  or (v)  CLI has  a  receiver
      appointed for the whole or a substantial part of its business then:

      (a)  If CLI remains in possession of the goods, whether of not CLI
           has sold them, MTP shall, to the extent permitted by applicable
           law, be entitled to recover the goods from CLI; or

      (b)  If CLI has parted with possession of the goods by way of sale,
           whether or not the goods have been mixed with or incorporated
           into other good, CLI, shall, to the extent permitted by applicable
           law, hold for MTP so much of the proceeds of the sale of the goods
           as represents CLI's liability to the MTP in respect of them.

 6.   Supply of the Products

 6.1  MTP shall supply the  Products to CLI, in  response to orders  received
      and accepted by MTP on the  Standard Terms and Conditions of Supply  as
      stipulated in  Schedule 1,  written quotations  or on  any other  terms
      which are agreed by both parties in writing.

 6.2  In the event of any inconsistency or conflict between the provisions of
      this Agreement  and the  Terms and  Conditions  of Supply  referred  to
      above, the provisions of this Agreement shall prevail.

 6.3  All claims for  errors, omissions, damage,  pilferage or shortage shall
      be  notified  in writing  by CLI to MTP within 60 days after receipt of
      the goods.

 7.   Price and Payment

 7.1  The prices  and terms  for  payment for  Products  shall be  agreed  in
      writing between the parties on a product by product basis.

 7.2  MTP undertakes that while this Agreement is in force, CLI shall receive
      prices and other terms of purchase for  the Products to be sold in  the
      US that  are no  less favorable  than  those offered  to any  other  US
      customer  of MTP.  Pricing for Products to  be sold in other  countries
      will be agreed upon in writing.

 7.3  All invoices sent and payments made shall be in USA Dollars.

 7.4  MTP shall be entitled to withhold  delivery of the Products under  this
      Agreement at any time if payments are due from, and undisputed by,  CLI
      hereunder and have not been paid in accordance with Clause 7.1 hereof.

 7.5  CLI shall be entitled  to withhold payment of  the Products under  this
      agreement at any time if the  Products do not meet any mutually  agreed
      specifications.

 8.   Undertakings

 8.1  MTP undertakes during the Agreement Period not to knowingly supply  the
      Products direct to CLI's Customers.

 8.2  CLI undertakes  that  during  the Agreement  Period  not  to  knowingly
      purchase the Products from any company  which supplies the Products  to
      MTP.

 8.3  CLI undertakes during the Agreement Period only to buy the Products  or
      any substantially similar Products from MTP.

 9.   Termination

 9.1  Notwithstanding  any provision herein to  the contrary, this  Agreement
      may be terminated by  thirty (30) days notice  in writing to the  other
      (and without  compensation becoming  due to  the other  by reason  only
      termination) in any of the following events:-

      (a)   if the other party fails to  perform or observe any of the  terms
            of this Agreement or breaches of the contract and in the case  of
            a breach capable  of remedy has  not remedied  the breach  within
            thirty (30) day's  of receipt of  written notification  requiring
            it to do so;

      (b)   if any action  applicable or proceeding  is taken  in respect  of
            the other party for (a)  a voluntary, arrangement or  composition
            of  reconstruction of  its  debts,  (b) the  presentation  of  an
            administration petition, (c) its  winding up or dissolution,  (d)
            the appointment of  a liquidator  administrator trustee  receiver
            administrative receiver  or a  similar officer,  (e) any  similar
            action application or  proceeding in a  jurisdiction to which  it
            is subject;

      (c)  if CLI has not  placed its first order  with MTP for the  Products
           within twelve  (12) months of the Effective Date; or

      (d)  if, with respect  to the  provisions of  this Agreement  requiring
           further determinations or agreements  between the parties  hereto,
           the  parties  are  unable  to  make  any  such  determinations  or
           agreements for a period of thirty (30) days or more.

 11.  Warranties and liability

 11.1 MTP   warrants  that   the  Products   will   correspond   with   their
      specifications at the time of delivery, and will be made in  accordance
      with  the  specifications  set  forth on  Schedule  3,  or  such  other
      manufacturing specifications as may be agreed to by the parties.

 11.2 MTP will  not be  under any  liability in respect of any defect arising
      from  any  wilful damage,  misuse  or  negligence  of  CLI's agents  or
       employees.

 11.3 Subject  as  expressly  provided within  this  clause,  all  warranties
      conditions or other terms implied by statute or common law are excluded
      to the fullest extent permitted by law.

 11.4 MTP  will  indemnify  and  defend  CLI  and  its  directors, employees,
      shareholders,   representatives   and    agents   (collectively,    the
      "Indemnitees") from and against and hold the Indemnitees harmless  from
      any and  all claims,  suits, liabilities,  losses, damages,  costs  and
      expenses ("Actions") (including without limitation attorneys' fees  and
      costs) asserted against or incurred by  the Indemnitees arising out  of
      or resulting  from,  directly or  indirectly  (i) any  breach  of  this
      Agreement, (ii) any acts,  omissions,  misrepresentations or negligence
      by MTP  or any  of  its employees,  agents  or contractors,  (iii)  any
      injury, including death,  to person or  property caused  by  a  Product
      defect, (iv) any violation of laws in connection with  the manufacture,
      sale, shipping  or delivery  of Products;  provided that  MTP is  given
      notice of any such Action within  a reasonable period after CLI  learns
      of such Action.

 11.5 CLI  will  indemnify  and defend  MTP  and  its  directors,  employees,
      shareholders,   representatives   and    agents   (collectively,    the
      "Indemnitees") from and against and hold the Indemnitees harmless  from
      any and  all claims,  suits, liabilities,  losses, damages,  costs  and
      expenses ("Actions") (including without limitation attorneys' fees  and
      costs) asserted against or incurred by  the Indemnitees arising out  of
      or resulting  from,  directly or  indirectly  (i) any  breach  of  this
      Agreement, (ii) any acts,  omissions, misrepresentations or  negligence
      by CLI  or any  of  its employees,  agents  or contractors,  (iii)  any
      material violation of  laws in connection  with the  sale, shipping  or
      delivery of Products;  provided that CLI  is given notice  of any  such
      Action within a reasonable period after MTP learns of such Action.

 11.6 The parties acknowledge that the primary duty of care for the  consumer
      health and safety  aspects of  the Products shall  lie with  CLI.   The
      parties  acknowledge  that   the  primary  duty   for  manufacture   to
      specifications shall lie with MTP.

 12   Force majeure

      Notwithstanding any other  provision of this  Agreement, neither  party
      shall be deemed  to be  in breach of  this Agreement,  or otherwise  be
      liable to  the other,  for any  delay in  the performance  or the  non-
      performance of its obligations under this Agreement, to the extent that
      the delay or  non performance is  due to any  circumstances beyond  the
      reasonable control of the defaulting party.

 13   Confidentiality

      Confidentiality  shall   be   maintained   in   accordance   with   the
      confidentiality agreement signed  by both parties  and dated June  1st,
      2005.  A copy of this agreement is included as Schedule 4.

 14   General

 14.1 No partnership

      Nothing in  this Agreement  shall create,  or be  deemed to  create,  a
      partnership between the parties.

 14.2 Entire Agreement

      This Agreement (including its schedules) sets out  the entire agreement
      and understanding between the parties  in respect of the subject matter
      of this Agreement.

      Both parties acknowledge that they have entered into this Agreement  in
      reliance  only  upon  the  representations,  warranties  and   promises
      specifically contained or incorporated in  this Agreement and, save  as
      expressly set  out in  this Agreement.  Neither  party shall  have  any
      liability in respect of any  other representation, warranty or  promise
      made  prior  to  the  date  of  this  Agreement  unless  it  was   made
      fraudulently.

 14.2.1  Variation

      No purported variation of this Agreement  shall be effective unless  it
      is in writing and signed by or on behalf of each of the parties.

 14.2.2  Notices

      Any notice to a party under  this Agreement shall be in writing  signed
      by or on behalf of the party giving it and shall, unless delivered to a
      party personally, be  left at,  or sent  by prepaid  first class  post,
      prepaid recorded delivery,  telex or facsimile  to the  address of  the
      party as set out on page 1  of this Agreement or as otherwise  notified
      in writing from time to time.

 14.3.1  Governing law and jurisdiction

      In the event of  a dispute between the  parties hereto relating to  the
      subject  matter  hereof,  this  Agreement  shall  be  governed  by  and
      construed in accordance with (a) if CLI shall be the a defendant in any
      such dispute, the  laws of the  State of Texas,  without regard to  the
      conflicts of  laws  principles  thereof  and (b)  if  MTP  shall  be  a
      defendant in  any such  dispute, in  accordance with  the laws  of  the
      United Kingdom,  without regard  to the  conflicts of  laws  principles
      thereof.

 15.  Dispute Resolution; Arbitration:

 15.1 Prior to  pursuing arbitration with respect  to any dispute  hereunder,
      the proper officers (or a person appointed by them) shall meet to  seek
      an amicable resolution to such dispute.  No party shall be entitled  to
      make and  bring a claim in  arbitration unless it  has attempted for  a
      period  of 30  days from  written notice  of a  dispute to  reach  such
      amicable resolution with the other party.

 15.2 After  expiration  of  the  30-day period  referred  to  in  the  prior
      section,  any  and  all  disputes  arising  under  or  affecting   this
      Agreement,  including any questions  regarding the existence,  validity
      and/or  termination,  shall be  resolved  exclusively  by  confidential
      arbitration  pursuant  to and  in  accordance  with  the  International
      Arbitration  Rules of  the London  Court of  International  Arbitration
      then in effect, in London, and the applicable law specified in  Section
      14.3.1 hereof. Each of  the parties shall designate one arbitrator  and
      the two  arbitrators so designated shall  select the third  arbitrator.
      Among  the  remedies  available  to  them,  the  arbitrators  shall  be
      authorized  to order  the specific  performance of  provisions of  this
      Agreement. The  award rendered by the  arbitrators shall include  costs
      of arbitration,  reasonable attorneys' fees,  and reasonable costs  for
      expert  and other witnesses.   The final  decisions of the  arbitrators
      shall  be  binding and  may  be  enforced in  any  court  of  competent
      jurisdiction.   Subject only to the  provisions of applicable law,  the
      procedure  described in this  Section shall be  the  exclusive means of
      resolving disputes  arising  under  or  affecting this  Agreement.  The
      site selection for such  arbitration shall be made by the defendant  in
      such arbitration.

 This Agreement has been signed on the date appearing at the head of page 1.


 Signed by                          )
 for and on behalf of               )    /s/ C.J. Hardy
 MedTrade Products Ltd              )


 Witnessed by                       )    /s/ M.R. Hardy

 Of                                 )    Medtrade Products, Ltd.



 Signed by                          )    /s/ Carlton E. Turner
 for and on behalf of               )    President & CEO
 Carrington Laboratories Inc.       )


 Witnessed by                       )    /s/ Maria Mitchell

 Of                                 )    Carrington Laboratories, Inc.

<PAGE>

                                 *Schedule 1

                   Standard Terms and Conditions of Supply
                   ---------------------------------------



 *Denotes Confidential Portion Omitted and Filed Separately with the
  Commission.

<PAGE>

                                 *Schedule 2


                       Customers or Potential Customers



 *Denotes Confidential Portion Omitted and Filed Separately with the
  Commission.

<PAGE>

                                 *Schedule 3


                                   Products



 *Denotes Confidential Portion Omitted and Filed Separately with the
  Commission.

<PAGE>

                                 *Schedule 4


                   Confidentiality Agreement of June 1st, 2005



 *Denotes Confidential Portion Omitted and Filed Separately with the
  Commission.