<PAGE>   1


                                                                      EXHIBIT 10



          AMENDMENT TO BALANCE BAR COMPANY TRADEMARK LICENSE AGREEMENT

 Jenny Craig, Inc. ("JC") and Balance Bar Company ("BBC") hereby amend the
Balance Bar Company Trademark License Agreement dated July 30, 1999 (the
"Agreement") as follows:


1.      Section 2.2 is deleted in its entirety and replaced by the following:

               2.2    RIGHT OF FIRST NEGOTIATION AND RIGHT OF FIRST REFUSAL.

                      2.2.1 RIGHT OF FIRST NEGOTIATION. If, during the term of
                      this Agreement, JC desires to enter into an agreement for
                      the license of any of the Marks to a person or entity for
                      such person or entity's sale of any food or beverage
                      product through any distribution channel other than
                      through the Centres ("Product License"), it shall provide
                      BBC with written notice of the identity of the proposed
                      licensee ("Negotiation Notice"), and immediately
                      thereafter shall negotiate exclusively with BBC with
                      respect to such Product License. If such negotiations with
                      BBC do not result in an agreement between BBC and JC
                      within [ * ] ([ * ]) days after the Negotiation Notice,
                      then JC shall be free during the next [ * ] ([ * ]) months
                      to negotiate with the proposed licensee identified in its
                      Negotiation Notice with respect to the Product License.
                      Provided however, that (a) JC may negotiate only with the
                      specific proposed licensee identified in its Negotiation
                      Notice; (b) JC may enter into such Product License only if
                      its terms are more favorable to JC than the terms last
                      offered by BBC; and (c) If JC does not reach agreement
                      within [ * ] days with the proposed licensee, then the
                      provisions of this Section shall again apply to any
                      subsequent proposed Product License.

                      2.2.2 RIGHT OF FIRST REFUSAL. Notwithstanding anything to
                      the contrary in Section 2.2.1, JC may not enter into a
                      Product License with [ * ] ("Restricted Licensees")
                      without first providing BBC notice and a copy of the
                      proposed agreement ("First Refusal Notice"). Within sixty
                      (60) days after its receipt of the First Refusal Notice,
                      BBC may elect, by written notice to JC, to require JC to
                      enter into a Product License with BBC rather than the
                      Restricted Licensee on terms identical to the agreement
                      provided to BBC with the First Refusal Notice. If BBC does
                      not so elect, then JC may, within thirty (30) days
                      thereafter, enter into the Product License in the form
                      delivered with the First Refusal Notice. Provided however,
                      that if JC does not enter into the Product License within
                      such thirty-day period, the provisions of this Section
                      shall again apply to any subsequent proposed Product
                      License.


                                       1
<PAGE>   2

2. Article 3 (including sections 3.1 and 3.2) is deleted in its entirety and
replaced by the following:

               3.     LICENSED PRODUCTS

                      As used in this Agreement, the term "Licensed Products"
               shall mean and include only those JC-branded food and beverage
               products listed on Schedule B to this Agreement (the "Licensed
               Products").


3. Subsection 4.3.1 is deleted in its entirety and replaced by the following:

                             4.3.1 For the calendar years 2001 through 2004, the
               Minimum Annual Royalty shall be:

                             2001           [  *  ]
                             2002           [  *  ]
                             2003           [  *  ]
                             2004           [  *  ]


4. Section 6.2 is deleted in its entirety and replaced by the following:

               6.2    PRODUCT INTRODUCTION.  BBC will use commercially
               reasonable efforts to introduce the Licensed Products.

5. Section 6.4 is amended by the addition of the following sentence at the end
thereof:

                      JC agrees that it will sell its Snack Bars only as part of
               the Jenny Craig diet programs, and not otherwise.


6. Section 6.7 is deleted in its entirety and replaced by the following:

               6.7 MINIMUM LICENSED PRODUCT SUPPORT REQUIREMENTS. BBC agrees to
               use its best efforts to support sales of the Licensed Products,
               and during each Contract Year to spend not less than [ * ] or
               [ * ] per cent ([ * ]%) of Gross Sales of Licensed Products for
               such Contract Year (whichever is greater) for advertising
               expenditures, trade allowances, market development funding
               (including coop advertising, store promotions, price discounts,
               payment terms and co-sponsored events), and marketing (including
               promotions, couponing, in-store


                                       2
<PAGE>   3

               displays, free-standing newspaper inserts and so on) with respect
               to the Licensed Products.


7. Section 6.9 is deleted in its entirety and replaced by the following:

               6.9 COOPERATION AND INFORMATION SHARING. The parties agree to
               cooperate in the development of strategies relating to the
               introduction and marketing of Licensed Products. Subject to
               Section 13, the parties will exchange their consumer and market
               research information relating to Licensed Products and the
               Centres on a quarterly basis. BBC will refer inquiries regarding
               Jenny Craig and its programs and products to a JC contact to be
               identified by JC. In addition, JC will cooperate and provide
               advice in connection with weight loss matters, including a
               representative to serve on the BBC advisory board.


8. Section 7.3 is deleted in its entirety and replaced by the following:

               7.3. QUALITY STANDARDS. Quality Standards of Licensed Products
               and Promotional Packaging Material shall be maintained at a level
               at least as high as the samples approved by JC (based on normal
               industry standards for quality control procedures and statistical
               sampling).


9. Article 17 is deleted in its entirety and replaced by the following:

               17.    ASSIGNMENT.

                      The rights and duties granted in this Agreement are
               personal to JC and BBC and neither party may assign any of its
               rights or delegate any of its duties under this Agreement without
               prior written consent of the other party, which consent will not
               be unreasonably withheld, provided that such assignee assumes in
               writing and agrees to pay, perform and discharge all of the
               assigning party's obligations hereunder. The parties agree that
               it shall be reasonable for BBC to withhold its consent to any
               such assignment by JC to any of the following competitors of BBC:
               [ * ]; and for JC to withhold its consent to any such assignment
               by BBC to any of the following competitors of JC: [ * ]. The
               foregoing notwithstanding, either party may assign its rights
               hereunder to any of its subsidiaries or affiliates without the
               consent of the other party (it being understood and agreed that
               no such assignment pursuant to this proviso shall relieve the
               assigning party of any of its obligations hereunder). In
               addition, either party may assign its rights and duties hereunder
               without the consent of the other party to any person or entity
               that acquires all or


                                       3
<PAGE>   4

               substantially all of the business of the assigning party whether
               by asset sale, stock sale or merger or similar means, provided
               that such person or entity assumes in writing and agrees to pay,
               perform and discharge all of the assigning party's obligations
               hereunder. Changes in the securities ownership of a party hereto
               shall not be deemed to be an assignment of this Agreement. Any
               attempted assignment or delegation in violation of this provision
               shall be void. This Agreement shall inure to the benefit of the
               permitted successors and assigns hereunder.


10. A new Article 19 is added, as follows:

        19.    DISPUTE RESOLUTION

               19.1 DISPUTE RESOLUTION. The parties hereto will attempt to
               settle any claim or controversy arising out of or relating to
               this Agreement through consultation and negotiation in good faith
               and a spirit of mutual cooperation. However, at any time before
               or during such negotiations, or following any unsuccessful
               negotiations, either party may by written notice to the other
               demand that the dispute be submitted to mediation. When such a
               demand is made, the parties shall within ten (10) days jointly
               make arrangements for the mediation of the dispute within the
               State of California with the CPR Institute for Dispute Resolution
               (CPR), whose Model Procedure for Mediation of Business Disputes
               in effect on the date of the written demand for mediation shall
               govern the mediation in all respects, except as modified by
               agreement of the parties. If the dispute has not been resolved
               within sixty (60) days of any written demand for mediation, or
               within a longer time period to which the parties may agree, the
               dispute shall be submitted to binding arbitration. Such binding
               arbitration shall be conducted within the State of California, in
               accordance with the then current CPR Rules for Non-Administered
               Arbitration of Business Disputes by a single arbitrator selected
               by mutual agreement of the parties within twenty (20) days after
               the date of submission of the dispute to binding arbitration, or
               in the absence of such agreement, such selection to be made by
               CPR in accordance with the procedures outlined in Section 6 of
               the CPR Rules. The arbitration shall be governed by the United
               States Arbitration Act, 9 U.S.C. Sections 1-16 (as may be
               amended), and judgment upon the award rendered by the arbitrator
               may be entered by any court having jurisdiction thereof.

               Nothing in this Agreement will prevent either party from
               resorting to judicial proceedings for the limited purpose of
               seeking a preliminary injunction or to avoid the barring of the
               claim under the applicable statute of limitations. In addition,
               resort by either party to negotiation, mediation or arbitration
               pursuant to this Agreement shall not be construed under the
               doctrine of laches, waiver or estoppel to affect adversely the
               rights of either party to pursue any such judicial relief;
               provided, however, that irrespective of the filing of any such
               request for judicial relief the party shall continue to
               participate in the dispute resolution proceedings required by
               this paragraph. Any negotiation or mediation which

                                       4
<PAGE>   5
               takes place pursuant to this Agreement shall be confidential and
               shall be treated as a compromise and settlement negotiation for
               purposes of the Federal Rules of Evidence and State rules of
               evidence.

11. Schedule B is deleted in its entirety and replaced by the following:

                                   SCHEDULE B
                                LICENSED PRODUCTS


                         -------------------------------
                                       PRODUCT
                         -------------------------------
                         Nutrition Bar
                         -------------------------------
                         Ready to drink beverage
                         -------------------------------
                         Powdered drink mix
                         -------------------------------
                         Nutritional cookie
                         -------------------------------
                         Nutritional cracker
                         -------------------------------
                         Condiments, such as mayonnaise,
                         not sold in Jenny Craig Centres
                         -------------------------------

        **Notwithstanding the foregoing, BBC shall not introduce (i) the
        Licensed Products in Canada, (ii) condiments, such as mayonnaise, not
        sold in Jenny Craig Centres, or (iii) nutritional crackers, until JC has
        notified BBC that JC's franchisees have consented to the distribution
        and sale of such products in the franchised territories. JC will use
        commercially reasonable efforts to obtain consent by its franchisees to
        the distribution and sale of such products in the franchise territories.


12. All other terms and conditions of the Agreement shall remain in full force
and effect.




JENNY CRAIG, INC.                           BALANCE BAR COMPANY

By: /s/ SID CRAIG                           By: /s/ JERI FINARD
   --------------------------------            ---------------------------------
    Sid Craig                                       Jeri Finard
    Chairman and Chief Executive                    EVP/GM BALANCE BAR
    Officer                                         ----------------------------
                                                    Title





                                       5