**Exhibit 10.30C**
**Second Amendment to the License Agreement**
     This Second Amendment to the License Agreement (the “Second Amendment”) is made andentered into as of August 20, 2004, by and between TheUniversity of Kansas Center forResearch, Inc., a Kansas not-for-profit corporation (“Licensor”), and ProQuestPharmaceuticals, Inc., a Kansas corporation (“Licensee”). Licensor and Licensee may bereferred to herein as a “Party” or, collectively, as “Parties.”
**Recitals**
     Whereas, Licensor and Licensee entered into a License Agreement (the “Agreement”)effective April 2, 1999, wherein Licensor granted Licensee an exclusive license under certainproprietary cyclic peptide and prodrug technologies to develop, make, use and sell products; and
     Whereas, on April 26, 2002, the parties entered into a First Amendment to the LicenseAgreement (the “First Amendment”), effective February 6, 2002, wherein the parties amended theterms and conditions of the Agreement (with the initial Agreement, as amended by the FirstAmendment, being referred to herein as the “Amended Agreement”); and
     Whereas, the Parties now desire to make certain additional amendments to the terms ofthe Amended Agreement to license an additional invention;
     Now, therefore, the Parties agree as follows:
1.  Amendment of the Amended Agreement
     The Parties hereby agree to amend the terms of the Amended Agreement as provided below,effective as of August 20, 2004. To the extent that the Amended Agreement is explicitly amended bythis Second Amendment, the terms of the Second Amendment will control where the terms of theAmended Agreement are contrary to or conflict with the following provisions. Where the AmendedAgreement is not explicitly amended, the terms of the Amended Agreement will remain in force.Capitalized terms used in this Second Amendment that are not otherwise defined herein shall havethe same meanings as such terms are defined in the Amended Agreement.
     1.1 Amendment of Article 1 of the Amended Agreement
Paragraph 1.08 of the Amended Agreement is amended by adding the following secondsub-paragraph to such Paragraph:
 

 

On June 11, 2002, Dr. Roger A. Rajewski and Dr. Michelle P. McIntosh submitted to KU andLicensor a certain invention disclosure questionnaire describing an invention referred to as“Delivery of a Sedative/Anti-Emetic Compound Via Inhalation (the “Inhalation Technology”).(The invention disclosure questionnaire and related draft patent application are attachedhereto as Exhibits 1 and 2.) The term “Patent Rights” shall also include – in addition toany rights that would be otherwise treated as “Patent Rights” under Paragraph 1.08 – (i) thedraft patent application and any revisions thereof filed on the Inhalation Technology (whichpatent application shall be treated as patents within the definition of “ExistingApplication”), (ii) any patents issued thereon, (iii) all patents and patent applicationsclaiming (or which could claim) priority therefrom including all divisions, continuations,continuations-in-part, patents of addition, and substitutions of any of the foregoing, (iv)any corresponding foreign patent applications and patents, and (v) all registrations,reissues, reexaminations or extensions of any kind with respect to any of the foregoing.
               1.2 Amendment of Paragraph 3.01 of the Amended Agreement
Paragraph 3.01 of the Amended Agreement is hereby deleted and replaced in its entirety asfollows:
3.01 As consideration for the license granted to Licensee by Licensor under this Agreement,Licensee shall pay to Licensor as royalties the following percentages of License Revenuederived by Licensee for each patent:     **Patent or Application** **Percentage of License Revenue** U.S. Patent No. 5,672,584 – Cyclic Prodrugsof Peptides and Peptide Nucleic Acids HavingImproved Metabolic Stability and CellMembrane Permeability  2.0%U.S. Patent No. 6,204,257 – Water SolubleProdrugs of Hindered Alcohols and Phenols(the “Alcohol and Phenol Patent”)  2.0%U.S. Patent No. 6,451,776 – Water SolubleProdrugs of Hindered Alcohols and Phenols(the “Alcohol and Phenol Patent II”)  2.0%
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     **Patent or Application** **Percentage of License Revenue** U.S. Patent No. 5,985,856 – Water SolubleProdrugs of Secondary and Tertiary AmineContaining Drugs and Methods of MakingThereof (the “Secondary and Tertiary AminePatent”)  2.0%Any patent or patent application describedin the second sub-paragraph of Paragraph1.08 (i.e., the sub-paragraph dealing withthe Inhalation Technology)  2.0%
     (i) No royalties shall be owed in connection with an individual patent listed aboveuntil a United States patent application is issued from the United States Patent andTrademark Office with respect to that patent. From the Effective Date until the issuance ofany patent described in the second sub-paragraph of Paragraph 1.08, Licensee shall recordand maintain complete and accurate records of License Revenue potentially allocable to theExisting Applications (i.e., the application(s) described in the second sub-paragraph ofParagraph 1.08). If any such Existing Application issues as a patent, then Licensee shallpay to Licensor such percentage of License Revenue allocable as above to each such issuedpatent as is or has been received by Licensee for the period beginning on the Effective Dateand ending as set forth in subsection (ii) below.
     (ii) Subject to Paragraph 7.05, royalties due under this Paragraph 3.01 shall bepayable on a country-by-country and Product-by-Product (as applicable) basis until theexpiration, nullification, final judgment of invalidity or abandonment after exhaustion ofall appeals of the last-to-expire, last-to-be nullified, last-to-be held invalid or last tobe abandoned claim of an issued patent under the Patent Rights or under the ExistingApplications in such country covering a Product or other applicable License Revenue.
     (iii) Notwithstanding the foregoing provisions of this Article 3, in no event shall theroyalty payable with respect to License Revenue from a particular Product exceed 2.0%,regardless of the number of patents that cover such Product.
                  1.3 Amendment of Article 7 of the Amended Agreement
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Article 7 of the Amended Agreement is hereby deleted and replaced in its entirety asfollows:
Article 7 – Patent Prosecution and Maintenance.
7.01Beginning August 20, 2004, Licensee –as between parties hereto – shall be responsiblefor the preparation, filing and prosecution of the Existing Applications (defined in Section1.1 above) in the United States. Except as set forth in Section 7.05 below, (i) beginningAugust 20, 2004, Licensee shall diligently endeavor to prepare, file and prosecute theExisting Applications, (ii) Licensee shall be responsible for and shall pay all fees andexpenses associated with such preparation, filing and prosecution of the ExistingApplications in the United States (to the extent such fees and expenses are incurred afterAugust 20, 2004), and (iii) Licensee shall be responsible for, and shall pay all fees andexpenses associated with, the maintenance of (a) the Cyclic Peptide Patent, the Second andTertiary Amine Patent, the Alcohol and Phenol Patent and the Alcohol and Phenol Patent II,and (b) all other Patents issuing from such Existing Applications.
7.02 Licensee shall have the right to prepare, file, prosecute and maintain, at its ownexpense, additional patent applications in the United States claming (or which could claim)priority from the Existing Applications.
7.03 (i) Beginning August 20, 2004, Licensee shall be solely responsible for the preparation,filing, prosecution and maintenance of patent applications under the Patent Rights in foreigncountries designated by Licensee; and except as set forth in Section 7.05 below, (a) Licensee shallpay all fees and expenses associated with preparing, filing and prosecuting such applications (tothe extent incurred after August 20, 2004), and (b) Licensee shall be responsible for all fees andexpenses associated with the maintenance of Patents arising from such applications (to the extentincurred after August 20, 2004).
     (ii) Subject to Paragraph 7.05 below, Licensee shall reimburse Licensor for all reasonablecosts and expenses incurred after the Amendment Effective Date and prior to August 20, 2004, andassociated with the filing, prosecution and maintenance of Patent Rights in non-United Statescountries as were (a) agreed upon in writing by the parties, and (b) actually incurred by Licensorand not reimbursed by Third Parties. Licensee shall reimburse such amount within thirty (30) daysof receipt from Licensor of an invoice itemization and documenting such costs and expenses.
     (iii) Upon completion of Licensee’s Phase I Financing, Licensee shall promptly reimburseLicensor for reasonable costs and expensesassociated with the filing and prosecution of Patent Rights in non-United States countries as were:
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(a) agreed upon in writing by the Parties or agreed upon in writing by ProQuest (as may beevidenced by Licensor’s receipt of invoice from patent counsel for expenses directed by ProQuest)and (b) actually incurred by Licensor and not reimbursed by Third Parties for the period beginningon the Effective Date and ending on the Amendment Effective Date. Attached is a true and correctstatement that sets forth the amount of such costs and expenses (Exhibit 3). Licensee shall havethe right to audit and verify the invoices and relevant documents that support such costs andexpenses. Licensee shall reimburse Licensor for such filing and patent costs as set forth in thissubsection (iii) in four (4) equal payments. The first such payment shall be due within sixty (60)days of the completion of Licensee’s Phase I Financing, and the subsequent three (3) payments shallbe made, respectively, at four (4) month intervals thereafter.
7.04 Licensor and Licensee shall cooperate fully in (i) the preparation, filing, prosecution andmaintenance of Patent Rights and of all Patents and Patent applications licensed to Licenseehereunder, and (ii) the execution of all papers and instruments required to apply for, prosecuteand maintain Patent Rights in any country. Each party shall provide to the other prompt notice asto all matters which come to its attention and which may affect the preparation, filing,prosecution or maintenance of any Patent Rights. Licensee shall provide Licensor with copies ofall relevant documents and shall solicit comments from Licensor regarding the prosecution of thepatent applications under Patent Rights. Licensee shall provide Licensor sufficient time beforethe due date and filing thereof to review and comment on patent applications and all materialcorrespondence to and from the U.S. Patent and Trademark Office and patent offices in foreigncountries related to all Patent Rights governed by this Agreement. Licensee shall use allreasonable efforts to amend any such Patent applications to include claims reasonably requested byLicensor.
7.05 Pursuant to Paragraph 9.03, Licensee may terminate its obligations under Paragraph 7.01, 7.02and 7.03 as to all Patent Rights or as to any jurisdiction or any part of the Patent Rights uponsixty (60) days prior written notification to Licensor of such termination. If Licensee so elects,then both the scope of the license grant in Article 2 and the payment obligations under Paragraphs3.01, 7.01, 7.02 and 7.03 shall be narrowed accordingly. Nothing in this section shall relieveLicensee of (i) its obligations to reimburse Licensor for all expenses of any Patent Rightsincurred by Licensor prior to the surrender by Licensee of such Patent Rights or (ii) anyobligation hereunder to pay for expenses incurred by Licensee.
7.06 In the event Licensee elects not to pursue the Patent prosecution within its control of anyPatent Rights, Licensee shall give Licensor sufficient notice to afford Licensor the opportunity todo so at Licensor’s cost, in which eventLicensor will own such Patent Rights free and clear of any license to Licensee under thisAgreement.
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     1.4. Clarification of Effective Date.
Section 1.3 above adopts a new Article 7 that amends the Amended Agreement. New Sections 7.01 and7.03 contain certain provisions that, by their terms, do not apply to periods prior to August 20,2004. The parties acknowledge and agree that with respect to such provisions in new Section 7.01and 7.03, periods prior to August 20, 2004 shall be governed by the provisions of the AmendedAgreement, as it existed prior to the Second Amendment.
     1.5. Amendment of Paragraph 9.03 of the Amended Agreement.
Paragraph 9.03 of the Amended Agreement is hereby deleted and replaced in its entirety as follows:
9.03 In addition, Licensee will have the right to terminate this Agreement in its entirety, or asto either the Cyclic Peptide Patent, the Secondary and Tertiary Amine Patent, the Alcohol andPhenol Patent, the Alcohol and Phenol Patent II, or any patent described in the secondsub-paragraph of Paragraph 1.08 above (relating to the Inhalation Technology), upon sixty (60) daysprior written notice to Licensor. Upon a termination of this Agreement with respect to the CyclicPeptide Patent, the Secondary and Tertiary Amine Patent, the Alcohol and Phenol Patent, the Alcoholand Phenol Patent II, or any patent described in the second sub-paragraph of 1.08 above (relatingto the Inhalation Technology), the same shall thereafter cease to be within the definition ofLicense for all purposes of this Agreement. Upon the termination of this Agreement with respect toany particular patent or application, the same, and all divisions, continuations,continuations-in-part, foreign counterparts, patents of addition, and substitutions of, and allpatents issuing on, such patent or application, together with all registrations, reissues,reexaminations or extensions of any kind with respect to any of such patents, shall cease to bewithin the definition of Patent Rights for all purposes of this Agreement.
2.  Miscellaneous 2.1  Full Force and Effect. This Second Amendment amends the terms of the Amended Agreement andis deemed incorporated into, and governed by all other terms of, the Amended Agreement. Theprovisions of the Amended Agreement, as amended by this Second Amendment, remain in fullforce and effect. 2.2  Counterparts. This Second Amendment may be executed in two or more counterparts, each ofwhich shall be deemed an original, but all of which together shall constitute one and the sameinstrument.

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     In WitnessWhereof, the Parties have executed this Second Amendment in duplicateoriginals by their authorized officers and such Second Amendment is effective as of August 20,2004.      The University of Kansas Center for Research, Inc.