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Exhibit 3(b)
                      AMENDED AND RESTATED

                             BY-LAWS

                               OF

                PHARMAKINETICS LABORATORIES, INC.

             Amended and Restated: January 20, 1998

                            ARTICLE I

                             OFFICES

     Section 1.  The principal office shall be in the City of
Baltimore, State of Maryland.

     Section 2.  The corporation may also have offices at such
other places both within and without the State of Maryland as the
board of directors may from time to time determine or the
business of the corporation may require.

                            ARTICLE II

                     MEETINGS OF STOCKHOLDERS

     Section 1.  Meetings of stockholders shall be held at the
office of the corporation in the City of Baltimore, State of
Maryland, or at any other place within the United States as shall
be designated from time to time by the board of directors and
stated in the notice of meeting or in a duly executed waiver of
notice thereof.

     Section 2.  Annual meetings of stockholders shall be held on
a date fixed from time to time by the board of directors no later
than the last day of the fifth month following the end of the
fiscal year, provided notice of the date is duly set forth in the
notice of the meeting.  The annual meeting of stockholders shall
be held for the purposes of electing a board of directors and for
transacting such other business as may be properly brought before
the meeting.  Any business of the corporation may be transacted
at the annual meeting without being specially designated in the
notice, except such business as is specifically required by law
to be stated in the notice.  [As amended September 9, 1985 and
January 20, 1998].

     Section 3.  At any time in the interval between annual
meetings, special meetings of the stockholders may be called by
the board of directors or by the president.
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     Section 4.  Special meetings of stockholders shall be called
by the secretary upon the written request of the holders of
shares entitled to not less than twenty-five per cent of all the
votes entitled to be cast at such meeting.  Such request shall
state the purpose or purposes of such meeting and the matters
proposed to be acted on thereat.  The secretary shall inform such
stockholders of the reasonably estimated cost of preparing and
mailing such notice of the meeting, and upon payment to the
corporation of such costs the secretary shall give notice stating
the purpose or purposes of the meeting to all stockholders 
entitled to notice at such meeting.  No special meeting need be
called upon the request of the holders of shares entitled to cast
less than a majority of all votes entitled to be cast at such
meeting, to consider any matter which is substantially the same
as a matter voted upon at any special meeting of the stockholders
held during the preceding twelve months.

     Section 5.  Not less than ten nor more than ninety days
before the date of every stockholders' meeting, the secretary
shall give to each stockholder entitled to vote at such meeting,
and to each stockholder not entitled to vote who is entitled by
statute to notice, written or printed notice stating the time and
place of the meeting and, in the case of a special meeting, the
purpose or purposes for which the meeting is called, either by
mail or by presenting it to him personally or by leaving it at
his residence or usual place of business.  If mailed, such notice
shall be deemed to be given when deposited in the United States
mail addressed to the stockholder at his post-office address as
it appears on the records of the corporation with postage thereon
prepaid.

     Section 6.  Business transacted at any special meeting of
stockholders shall be limited to the purposes stated in the
notice.

     Section 7.  At any meeting of stockholders, the presence in
person or by proxy of stockholders entitled to cast a majority of
the votes thereat shall constitute a quorum; but this section
shall not affect any requirement under the statute or under the
charter for the vote necessary for the adoption of any measure.
If, however, such quorum shall not be present or represented at
any meeting or the stockholders, the stockholders entitled to
vote thereat, present in person or represented by proxy, shall
have the power to adjourn the meeting from time to time, without
notice other than announcement at the meeting, until a quorum
shall be present or represented.  At such adjourned meeting at
which a quorum shall be present or represented, any business may
be transacted which might have been transacted at the meeting as
originally notified.
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     Section 8.  A majority of the votes cast at a meeting of
stockholders, duly called and at which a quorum is present, shall
be sufficient to take or authorize action upon any matter which
may properly come before the meeting, unless more than a majority
of the votes cast is required by the statute or by the charter.


     Section 9.  Unless the charter provides otherwise, each
outstanding share of stock having voting power shall be entitled
to one vote on each matter submitted to a vote at a meeting of
stockholders; but no share shall be entitled to vote if any
installment payable thereon is overdue and unpaid.  A stockholder
may vote the shares owned of record by him either in person or by
his duly authorized attorney-in-fact.  No proxy shall be valid
after eleven months from its date, unless otherwise provided in
the proxy.  At all meetings of stockholders, unless the voting is
conducted by inspectors, all questions relating to the 
qualification of voters and the validity of proxies and the
acceptance or rejection of votes shall be decided by the chairman
of the meeting.  [As amended October 11, 1985].

     Section 10.  Any action required or permitted to be taken at
any meeting of stockholders may be taken without a meeting if a
consent in writing setting forth such action is signed by all the
stockholders entitled to vote on the subject matter thereof and
any other stockholders entitled to notice of a meeting of
stockholders but not to vote thereat have waived in writing any
rights which they may have to dissent from such action, and such
consent and waiver are filed with the records of stockholders
meetings.

                            ARTICLE III

                             DIRECTORS

     Section 1.  The number of directors of the corporation shall
be fixed from time to time by resolution of the board of
directors adopted by a majority of the entire board of directors
then in office; provided, however, that the number of directors
shall in no event be fewer than three except that the number of
directors may be less than three if there are less than three
stockholders and the number of directors is not less than the
number of stockholders.  The tenure of office of a director shall
not be affected by any decrease in the number of directors so
made by the board.  At the first annual meeting of stockholders
and at each annual meeting thereafter, the stockholders shall
elect directors to hold office until the next annual meeting or
until their successors are elected and qualify.  Directors need

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not be stockholders in the corporation. [As amended September 9,
1985 and January 20, 1998.]

     Section 2.  Any vacancy occurring in the board of directors
for any cause other than by reason of an increase in the number
of directors may be filled by a majority of the remaining members
of the board of directors, although such majority is less than a
quorum.  Any vacancy occurring by reason of an increase in the
number of directors may be filled by action of a majority of the
entire board of directors.  A director elected by the board of
directors to fill a vacancy shall be elected to hold office until
the next annual meeting of stockholders or until his successor is
elected and qualifies.

     Section 3.  The business and affairs of the corporation
shall be managed under the direction of its board of directors,
which may exercise all of the powers of the corporation, except
such as are by law or by the charter or by these bylaws conferred
upon or reserved to the stockholders.

     Section 4.  At any meeting of stockholders, duly called and
at which a quorum is present, the stockholders may, by the
affirmative vote of the holders of a majority of the votes
entitled to be cast thereon, remove any director or directors
from office and may elect a successor or successors to fill any
resulting vacancies for the unexpired terms of removed directors.

               MEETINGS OF THE BOARD OF DIRECTORS

     Section 5.  Meetings of the board of directors, regular or
special, may be held at any place in or out of the State of
Maryland as the board may from time to time determine.

     Section 6.  The first meeting of each newly elected board of
directors shall be held at such time and place as shall be fixed
by the vote of the stockholders at the annual meeting, and no
notice of such meeting shall be necessary to the newly elected
directors in order legally to constitute the meeting, provided a
quorum shall be present.  In the event of the failure of the
stockholders to fix the time or place of such first meeting of
the newly elected board of directors, or in the event such
meeting is not held at the time and place so fixed by the 
stockholders, the meeting may be held at such time and place as
shall be specified in a notice given as hereinafter provided for
special meetings of the board of directors, or as shall be 
specified in a written waiver signed by all of the directors.

     Section 7.  Regular meetings of the board of directors may
be held without notice at such time and place as shall from time
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to time be determined by the board of directors.

     Section 8.  Special meetings of the board of directors may
be called at any time by the board of directors or the executive
committee if one be constituted, by vote at a meeting, or by the
president or by a majority of the directors or a majority of the
members of the executive committee in writing with or without a
meeting.  Special meetings may be held at such place or places
within or without Maryland as may be designated from time to time
by the board of directors; in the absence of such designation
such meetings shall be held at such places as may be designated
in the call.

     Section 9.  Notice of the place and time of every special
meeting of the board of directors shall be served on each
director or sent to him by mail, telegram, facsimile
telecommunication or other reliable electronic means capable of
producing a writing or by leaving the same at his residence or
usual place of business at least two days before the date of the
meeting.  If mailed, such notice shall be deemed to be given when
deposited in the United States mail addressed to the director at
his post-office address as it appears on the records of the
corporation, with postage thereon prepaid. [As amended January
20, 1998.]

     Section 10.  At all meetings of the board, a majority of the
entire board of directors shall constitute a quorum for the
transaction of business and the action of a majority of the
directors present at any meeting at which a quorum is present
shall be the action of the board of directors unless the 
concurrence of a greater proportion is required for such action
by statute, the articles of incorporation or these bylaws.  If a
quorum shall not be present at any meeting of directors, the
directors present thereat may by a majority vote adjourn the
meeting from time to time, without notice other than announcement
at the meeting, until a quorum shall be present.

     Section 11.  Any action required or permitted to be taken at
any meeting of the board of directors or of any committee thereof
may be taken without a meeting, if a written consent to such
action is signed by all members of the board or of such
committee, as the case may be, and such written consent is filed
with the minutes of proceedings of the board or committee.

                     COMMITTEES OF DIRECTORS

     Section 12.  The board of directors may appoint from among
its members an executive committee and other committees composed
of two or more directors, and may delegate to such committees,
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any of the powers of the board of directors except the power to
declare dividends or distributions on stock, recommend to the
stockholders any action which requires stockholder approval,
amend the bylaws, approve any merger or share exchange which does
not require stockholder approval or issue stock.  However, if the
board of directors has given general authorization for the
issuance of stock, a committee of the board, in accordance with a
general formula or method specified by the board of directors by
resolution or by adoption of a stock option plan, may fix the
terms of stock subject to classification or reclassification and
the terms on which any stock may be issued.  In the absence of
any member of any such committee, the members thereof present at
any meeting, whether or not they constitute a quorum, may appoint
a member of the board of directors to act in the place of
such absent members.

     Section 13.  The committees shall keep minutes of their
proceedings and shall report the same to the board of directors
at the meeting next succeeding, and any action by the committees
shall be subject to revision and alteration by the board of
directors, provided that no rights of third persons shall be
affected by any such revision or alteration.

                     COMPENSATION OF DIRECTORS

     Section 14.  Directors, as such, shall not receive any
stated salary for their services but, by resolution of the board,
a fixed sum, and expenses of attendance, if any, may be allowed
to directors for attendance at each regular or special meeting of
the board of directors, or of any committee thereof, but nothing
herein contained shall be construed to preclude any director from
serving the corporation in any other capacity and receiving
compensation therefor.

                            ARTICLE IV

                             NOTICES

     Section 1.  Notices to directors and stockholders shall be
in writing and delivered personally or mailed to the directors or
stockholders at their addresses appearing on the books of the
corporation.  Notice may also be left at the residence or usual
place of business of a director or stockholder.  Notice by mail
shall be deemed to be given at the time when the same shall be
mailed.  Notice to directors and stockholders may also be given,
to the extent permitted by applicable law, by telegram, facsimile
telecommunication or other reliable electronic means capable of
producing a writing. [As amended January 20, 1998.]

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     Section 2.  Whenever any notice of the time, place or
purpose of any meeting of stockholders, directors or committee is
required to be given under the provisions of the statute or under
the provisions of the charter or, these bylaws, a waiver thereof
in writing, signed by the person or persons entitled to such
notice and filed with the records of the meeting, whether before
or after the holding thereof, or actual attendance at the meeting
of stockholders in person or by proxy, or at the meeting of
directors or committee in person, shall be deemed equivalent to
the giving of such notice to such persons.

                            ARTICLE V

                             OFFICERS

     Section 1.  The officers of the corporation shall be chosen
by the board of directors and shall be a president, a chairman of
the board, a vice-president, a secretary and a treasurer.  The
president and chairman of the board shall be selected from among
the directors.  The board of directors may also choose additional
vice-presidents, and one or more assistant secretaries and 
assistant treasurers.  Two or more offices, except those of
president and vice-president, may be held by the same person, but
no officer shall execute, acknowledge or verify any instrument in
more than one capacity, if such instrument is required by law,
the charter or these bylaws to be executed, acknowledged or
verified by two or more officers.  [As amended September 9,
1985].

     Section 2.  The board of directors at its first meeting
after each annual meeting of stockholders shall choose a
president and a chairman of the board from among the directors,
and shall choose one or more vice-presidents, a secretary and a
treasurer, none of whom need be a member of the board.  [As
amended September 9, 1985].

     Section 3.  The board of directors may appoint such other
officers and agents as it shall deem necessary, who shall hold
their offices for such terms and shall exercise such powers and
perform such duties as shall be determined from time to time by
the board.

     Section 4.  The salaries of all officers and agents of the
corporation shall be fixed by the board of directors.

     Section 5.  The officers of the corporation shall serve for
one year and until their successors are chosen and qualify.  Any
officer or agent may be removed by the board of directors
whenever, in its judgment, the best interests of the corporation
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will be served thereby, but such removal shall be without
prejudice to the contractual rights, if any, of the person so
removed.  If the office of any officer becomes vacant for any
reason, the vacancy shall be filled by the board of directors.

                            THE PRESIDENT

     Section 6.  The president shall be the chief executive
officer of the corporation; he shall preside at all meetings of
the stockholders and directors, shall have general and active
management of the business of the corporation, and shall see that
all orders and resolutions of the board are carried into effect.

     Section 7.  He shall execute in the corporate name all
authorized deeds, mortgages, bonds, contracts or other 
instruments requiring a seal, under the seal of the corporation,
except in cases in which the signing or execution thereof shall
be expressly delegated by the board of directors to some other
officer or agent of the corporation.

                     THE CHAIRMAN OF THE BOARD

     Section 8.  The chairman of the board, in the absence or
disability of the president, shall preside at all meetings of the
stockholders and directors and shall see that all orders and
resolutions of the board are carried into effect.  [As adopted
September 9, 1985].

     Section 9.  He shall, in the absence or disability of the
president, when authorized by resolution of the board of
directors, perform the duties and exercise the powers of the
president, and shall perform such other duties and have such
other powers as the board of directors may from time to time
prescribe.  [As adopted September 9, 1985].

                          VICE-PRESIDENTS

     Section 10.  The vice-president, or if there shall be more
than one, the vice-presidents in the order determined by the
board of directors, shall, in the absence or disability of the
president and the chairman of the board, perform the duties and
exercise the powers of the president and the chairman of the
board, and shall perform such other duties and have such other
powers as the board of directors may from time to time prescribe.
[As amended September 9, 1985].

              THE SECRETARY AND ASSISTANT SECRETARIES

     Section 11.  The secretary shall attend all meetings of the
board of directors and all meetings of the stockholders and
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record all the proceedings of the meetings of the corporation and
of the board of directors in a book to be kept for that purpose
and shall perform like duties for the standing committees when
required.  He shall give, or cause to be given, notice of all
meetings of the stockholders and special meetings of the board of
directors, and shall perform such other duties as may be 
prescribed by the board of directors or president or chairman of
the board, under whose supervision he shall be.  He shall keep in
safe custody the seal of the corporation and, when authorized by
the board of directors, affix the same to any instrument 
requiring it and, when so affixed, it shall be attested by his
signature or by the signature of an assistant secretary.  [As
amended September 9, 1985].

     Section 12.  The assistant secretary, or if there be more
than one, the assistant secretaries in the order determined by
the board of directors, shall, in the absence or disability of
the secretary, perform the duties and exercise the powers of the
secretary and shall perform such other duties and have such other
powers as the board of directors may from time to time prescribe.

             THE TREASURER AND ASSISTANT TREASURERS

     Section 13.  The treasurer shall have the custody of the 
corporate funds and securities and shall keep full and accurate
accounts of receipts and disbursements in books belonging to the
corporation and shall deposit all moneys and other valuable
effects in the name and to the credit of the corporation in such
depositories as may be designated by the board of directors.

     Section 14.  He shall disburse the funds of the corporation
as may be ordered by the board of directors, taking proper
vouchers for such disbursements, and shall render to the
president and the board of directors, at its regular meetings, or
when the board of directors or the president so requires, an
account of all his transactions as treasurer and of the financial
condition of the corporation.

     Section 15.  If required by the board of directors, he shall
give the corporation a bond in such sum and with such surety or
sureties as shall be satisfactory to the board for the faithful
performance of the duties of his office and for the restoration
to the corporation, in case of his death, resignation, retirement
or removal from office, of all books, papers, vouchers, money and
other property of whatever kind in his possession or under his
control belonging to the corporation.

     Section 16.  The assistant treasurer, or if there shall be
more than one, the assistant treasurers in the order determined
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by the board of directors, shall, in the absence or disability of
the treasurer, perform the duties and exercise the powers of the
treasurer and shall perform such other duties and have such other
powers as the board of directors may from time to time prescribe.

                            ARTICLE VI

                        CERTIFICATES OF STOCK

     Section 1.  Each stockholder shall be entitled to a 
certificate or certificates which shall represent and certify the
number and kind and class of shares owned by him in the
corporation. Each certificate shall be signed by the president or
a vice-president and countersigned by the secretary or an
assistant secretary or the treasurer or an assistant treasurer
and may be sealed with the corporate seal.

     Section 2.  The signatures may be either manual or facsimile
signatures and the seal may be either facsimile or any other form
of seal.  In case any officer who has signed any certificate
ceases to be an officer of the corporation before the certificate
is issued, the certificate may nevertheless be issued by the
corporation with the same effect as if the officer had not ceased
to be such officer as of the date of its issue.  Each stock
certificate shall include on its face the name of the
corporation, the name of the stockholder and the class of stock
and number of shares represented by the certificate.  If the
corporation has authority to issue stock of more than one class,
the stock certificate shall contain on its face or back a full
statement or summary of the designations and any preferences,
conversion and other rights, voting powers, restrictions, 
limitations as to dividends, qualifications, and terms and
conditions of redemption of the stock of each class which the
corporation is authorized to issue and if the corporation is
authorized to issue any preferred or special class in series, the
differences in the relative rights and preferences between the
shares of each series to the extent they have been set, and the
authority of the board of directors to set the relative rights
and preferences of subsequent series.  In lieu of such full
statement or summary, there may be set forth upon the face or
back of the certificate a statement that the corporation will
furnish to any stockholder upon request and without charge, a
full statement of such required information. Every stock
certificate representing shares of stock which are restricted as
to transferability by the corporation shall contain a full
statement of the restriction or state that the corporation will
furnish information about the restriction to the stockholder on
request and without charge.  A stock certificate may not be

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issued until the stock represented by it is fully paid except to
the extent permitted by Section 2-206 or successor provisions of
the Maryland General Corporation Law. [As amended January 20,
1998.]

                        LOST CERTIFICATES

     Section 3.  The board of directors may direct a new 
certificate or certificates to be issued in place of any
certificate or certificates theretofore issued by the corporation
alleged to have been stolen, lost or destroyed, upon the making
of an affidavit of that fact by the person claiming the
certificate of stock to be stolen, lost or destroyed.  When
authorizing such issue of a new certificate or certificates, the
board of directors may, in its discretion and as a condition
precedent to the issuance thereof, require the owner of such
stolen, lost or destroyed certificate or certificates, or his
legal representative, to advertise the same in such manner as it
shall require and to give the corporation a bond, with sufficient
surety, to the corporation to indemnify it against any loss or
claim which may arise by reason of the issuance of a new
certificate.

                    TRANSFERS OF STOCK

     Section 4.  Upon surrender to the corporation or the
transfer agent of the corporation of a certificate for shares
duly endorsed or accompanied by proper evidence of succession,
assignment or authority to transfer, it shall be the duty of the
corporation to issue a new certificate to the person entitled
thereto, cancel the old certificate and record the transaction
upon its books.

             RECORD DATE; CLOSING OF TRANSFER BOOKS

     Section 5.  The board of directors may fix, in advance, a
date as the record date for the purpose of determining
stockholders entitled to notice of, or to vote at, any meeting of
stockholders, or stockholders entitled to receive payment of any
dividend or the allotment of any rights, or in order to make a
determination of stockholders for any other proper purpose.  Such
date, in any case, shall be not more than sixty days, and in the
case of a meeting of stockholders not less than ten days, prior
to the date on which the particular action requiring such
determination of stockholders is to be taken.  In lieu of fixing
a record date, the board of directors may provide that the stock
transfer books shall be closed for a stated period but not to
exceed, in any case, twenty days.  If the stock transfer books

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are closed for the purpose of determining stockholders entitled
to notice of or to vote at a meeting of stockholders, such books
shall be closed for at least ten days immediately preceding such
meeting. [As amended September 19, 1988].

                   REGISTERED STOCKHOLDERS

     Section 6.  The corporation shall be entitled to recognize
the exclusive right of a person registered on its books as the
owner of shares to receive dividends, and to vote as such owner,
and to hold liable for calls and assessments a person registered
on its books as the owner of shares, and shall not be bound to
recognize any equitable or other claim to or interest in such
share or shares on the part of any other person, whether or not
it shall have express or other notice thereof, except as 
otherwise provided by the laws of Maryland.

                            ARTICLE VII

                          INDEMNIFICATION

     The corporation shall indemnify a director and/or officer of
the corporation in connection with any proceeding to the fullest
extent permitted by and in accordance with Section 2-418 of the
Corporations and Associations Article of the Annotated Code of
Maryland as amended from time to time (as adopted November 4,
1983).

                            ARTICLE VIII

                         GENERAL PROVISIONS

                              DIVIDENDS

     Section 1.  Dividends upon the capital stock of the
corporation, subject to the provisions of the charter, if any,
may be declared by the board of directors at any regular or
special meeting, pursuant to law.  Dividends may be paid in cash,
in property, or in its own shares, subject to the provisions of
the statute and of the charter.

     Section 2.  Before payment of any dividend, there may be set
aside out of any funds of the corporation available for dividends
such sum or sums as the directors from time to time, in their
absolute discretion, think proper as a reserve fund to meet
contingencies, or for equalizing dividends, or for repairing or
maintaining any property of the corporation, or for such other
purpose as the directors shall think conducive to the interests
of the corporation, and the directors may modify or abolish any
such reserve in the manner in which it was created.
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     Section 3. Intentionally left blank. [Repealed on January
20, 1998].

                            CHECKS

     Section 4.  All checks, drafts, and orders for the payment
of money, notes and other evidences of indebtedness, issued in
the name of the corporation shall be signed by such officer or
officers as the board of directors may from time to time
designate.

                          FISCAL YEAR

     Section 5.  The fiscal year of the corporation shall be
fixed by resolution of the board of directors.

                           SEAL

     Section 6.  The corporate seal shall have inscribed thereon
the name of the corporation, the year of its organization and the
words "Corporate Seal, Maryland." The seal may be used by causing
it or a facsimile thereof to be impressed or affixed or
reproduced or otherwise.

                        STOCK LEDGER

     Section 7.  The corporation shall maintain at its principal
office or at the offices of the transfer agent of the
corporation, appointed by the board of directors from time to
time, an original stock ledger or a duplicate thereof containing
the names and addresses of all stockholders and the number of
shares of each class held by each stockholder.  Such stock ledger
may be in written form or any other form capable of being
converted into written form within a reasonable time for visual
inspection. [As amended January 20, 1998.]

                     NON-DISCRIMINATION

     Section 8.  The corporation shall not discriminate against
any person on account of race, color, religion, sex, ancestry,
national origin, age, physical or mental disability, sexual
orientation or status as a Vietnam era or special disabled
veteran. [As adopted December 15, 1986 and amended January 20,
1998.]





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                            ARTICLE IX

                            AMENDMENTS

     Section 1.  The board of directors shall have the power, at
any regular meeting or at any special meeting if notice thereof
be included in the notice of such special meeting, to alter or
repeal any bylaws of the corporation and to make new bylaws,
except that the board of directors shall not alter or repeal any
bylaws made by the stockholders subsequent to December 4, 1981.


     Section 2.  The stockholders shall have the power, at any
annual meeting or at any special meeting if notice thereof be
included in the notice of such special meeting, to alter or
repeal any bylaws of the corporation and to make new bylaws.

































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