Exhibit
10.1

     

    Summary
of Compensation Arrangements with Executive Officers and Directors

    as
of March 8, 2010

    


    On March
8, 2010, the Board of Directors of Generex Biotechnology Corporation (the
“Company”) unanimously approved the recommendations of the Compensation
Committee as to the following compensatory arrangements with respect to the
Company’s named executive officers and directors.

    


    Base Salary
Increase

    


    The base
salary of one named executive office was increased as follows:

    


    
      
        
          
            
              
                
                  	
                          Named Executive Officer

                        	 	
                          2010 Increase

                        	 	 	
                          2010 Base Salary

                          (retroactive to January 1, 2010)

                        	 
	
                          Mark
      Fletcher

                          Executive
      Vice President

                          and
      General Counsel

                        	 	 	3.1746	%	 	$	325,000	 


                

              

            

          

        

      

    

    


    Special Performance
Bonus

    


    Mr.
Fletcher was also awarded a one-time cash bonus based on his individual
performance and contributions during the 2009 calendar year in the amount of
$225,000, which amount is payable on or before April 30, 2010.

    


    Long-term Equity
Incentives

    


    The named
executive officers and non-employee directors received long-term equity
incentives in the form of options to purchase shares of the Company’s common
stock as follows.

    


    
      
        
          
            
              
                
                  
                    
                      
                        
                          
                            
                              
                                
                                  
                                    
                                      	
                                              Named Executive Officer

                                            	 	
                                              Aggregate Number of Underlying Shares

                                            	 
	
                                              Anna
      E. Gluskin

                                              President
      and Chief Executive Officer

                                            	 	 	500,000	 
	 	 	 	 	 
	
                                              Rose
      C. Perri

                                              Chief
      Operating Officer,

                                              Chief
      Financial Officer,

                                              Treasurer
      Secretary and Director

                                            	 	 	400,000	 
	 	 	 	 	 
	
                                              Mark
      Fletcher

                                              Executive
      Vice President

                                              and
      General Counsel

                                            	 	 	300,000	 
	 	 	 	 	 
	
                                              Brian
      McGee

                                              Director

                                            	 	 	100,000	 
	 	 	 	 	 
	
                                              John
      P. Barratt

                                              Director

                                            	 	 	100,000	 
	 	 	 	 	 
	
                                              Nola
      Masterson

                                              Director

                                            	 	 	100,000	 


                                    

                                  

                                

                              

                            

                          

                        

                      

                    

                  

                

              

            

          

        

      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    

    


    The
options have a ten-year term, subject to truncation upon cessation of employment
as specified in the Amended and Restated Generex Biotechnology Corporation 2006
Stock Plan.  The exercise price is $0.64 per share, which reflects the
NASDAQ Official Close Price of the Company’s common stock on the NASDAQ Capital
Market on the date of grant, March 8, 2010.  Approximately 33 1/3% of
the shares underlying each option grant was vested as of the date of grant with
the remaining shares vesting ratably on each of August 1, 2010 and August 1,
2011.  The Company and each optionee have entered into a written stock
option agreement.