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                                                                   EXHIBIT 10.14


                          QUINTILES TRANSNATIONAL CORP.
                       ELECTIVE DEFERRED COMPENSATION PLAN


         The purpose of the Quintiles Transnational Corp. Elective Deferred
Compensation Plan (the "Plan") is to further the success of Quintiles
Transnational Corp. (the "Company") by providing deferred compensation for a
select group of management and highly compensated employees, thereby giving such
persons an additional incentive to continue in the employ of the Company.

                                    ARTICLE I
                                 ADMINISTRATION

         The Plan shall be administered by the Compensation Committee (the
"Committee") of the Company's Board of Directors (the "Board"). The Committee
shall report all of its actions to the Board. Except as otherwise provided
herein, the Committee shall have absolute discretionary authority to interpret
and construe the provisions of the Plan as it deems appropriate, including the
absolute discretionary authority to determine eligibility for benefits under the
Plan. The Committee shall have the duty and responsibility of maintaining
records, making the requisite calculations and disbursing the payments
hereunder. The interpretations, determinations, regulations and calculations of
the Committee shall be final and binding on all persons and parties concerned.
The Committee shall furnish individual annual statements of accrued benefits to
each participant, or current beneficiary, in such form as may be determined by
the Committee or required by law. In order to discharge its duties hereunder,
the Committee shall have the power and authority to delegate ministerial duties
and to employ such outside professionals as may be required for prudent
administration of the Plan. No member of the Board or the Committee, and no
officer or employee of the Company, shall be liable to any person for any action
or determination which he or she makes in good faith in connection with the
administration of the Plan.

                                   ARTICLE II
                          ELIGIBILITY AND PARTICIPATION

         Section 2.1 Eligibility. All management or highly compensated employees
who (1) reach the level of Executive Compensation Plan Level 6 or higher, (2)
receive base compensation from the Company or one of its subsidiaries in an
amount that is at least equal to the FICA taxable wage base, as adjusted
($72,600 in 1999), per year, and (3) are selected to participate in the Plan by
the Committee, shall be eligible to participate in the Plan.

         Section 2.2 Election to Participate. The individuals described in
Section 2.1 may elect to participate in the Plan by submitting a written
election to the Committee in the form attached or in such other form as may be
determined by the Committee (the "Deferral Election Form"). Except as otherwise
provided herein, elections to defer payment of compensation must be made before
the beginning of the calendar year for which the compensation is payable. In the
first year in which a participant becomes eligible to participate in the Plan,
the newly eligible participant




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may make an election to defer payment of compensation for services to be
performed subsequent to the election within 30 days after the date the
participant becomes eligible. Elections to defer shall be irrevocable as to the
compensation for which they are made. Except as otherwise provided herein,
elections shall remain effective for all subsequent calendar years. For purposes
of this Plan, the term "compensation" shall mean for any calendar year (or
portion of a calendar year in the event of a newly eligible participant), the
sum of the participant's base cash salary as of the first day of such year plus
any cash bonus payable to the participant with respect to services rendered in
such year or partial year.

         Section 2.3 Minimum and Maximum Deferrals. The minimum amount of
compensation that may be deferred with respect to any calendar year shall be
$5,000. The maximum amount of compensation that may be deferred with respect to
any calendar year (or portion of a calendar year in the event of a newly
eligible participant) shall be 90% of the participant's base cash salary as of
the first day of such year or partial year and 100% of any cash bonus payable to
the participant with respect to services rendered in such year or partial year.

         Section 2.4 Change or Suspension of Deferrals. A participant may change
the amount of, or suspend, future deferrals with respect to compensation
otherwise payable to him or her for calendar years beginning after the date of
change or suspension by filing a written notice with the Committee. If a
participant elects to suspend deferrals, the participant may make a new election
to again become a participant in the Plan. Any new election to defer payment of
compensation must be made before the beginning of the calendar year for which
the compensation is payable.

         Section 2.5 Deferred Compensation Account. For each individual electing
to participate in the Plan, the Company shall establish and maintain a Deferred
Compensation Account on the Company's books and records. The amount of each
participant's deferred compensation shall be credited to this account as of the
date such compensation otherwise would be payable. No amount shall actually be
set aside for payment under the Plan. Any participant to whom an amount is
credited under the Plan shall be deemed a general, unsecured creditor of the
Company.

                                   ARTICLE III
                              DEFERRED COMPENSATION

         Section 3.1 Investment Election. Each participant shall be entitled to
make an investment election by submitting a written election to the Committee in
the form attached or in such other form as may be determined by the Committee
(the "Investment Election Form"). A participant may change his or her election
by filing a new Investment Election Form with the Committee; provided, however,
that such changes, to be effective for the following calendar quarter, must be
submitted at least 30 days prior to the first day of such calendar quarter. The
investments from which participants may choose are subject to change at the
discretion of the Committee. The Committee reserves the right to shift any
amount designated for an investment eliminated by the Committee to the
investment that the Committee determines, in its discretion, most closely
resembles the eliminated investment.




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         Section 3.2 Rate of Return. All amounts credited under the terms of the
Plan to a Deferred Compensation Account maintained in the name of a participant
shall be deemed to have been invested pursuant to the investment election made
in the participant's Investment Election Form. Each participant's Deferred
Compensation Account shall be credited or debited no less frequently than
quarterly by an amount equal to the gains or losses that would have been
generated had the account been invested pursuant to such election until such
time as the entire account has been distributed to the participant or to the
participant's beneficiary. In the case of a lump-sum distribution, as provided
in Section 4.1(a) below, investment gains and losses shall cease to accrue to
the participant's account as of the date of termination of the participant's
employment with the Company and all related employers of the Company, as
determined under Section 4.1 below. Although the performance of the investments
selected by the participant will be used to determine the rate of return on the
participant's account, deferrals will not necessarily be invested by the Company
in the investments selected by the participant.

                                   ARTICLE IV
                                  DISTRIBUTION

         Section 4.1 Termination of Employment. Within 60 days of the date on
which a participant's employment with the Company and all other related
employers of the Company (as determined under Section 414 of the Internal
Revenue Code, as amended (the "Code")) terminates for any reason including
death, distribution of the amount credited to the participant's account in
accordance with this Plan shall commence in accordance with either of the
alternatives set forth below as selected by the participant on his or her
Deferral Election Form at the time he or she elects to participate in the Plan.
The alternative forms of distribution shall be:

         (a) lump sum; or

         (b) monthly installments over a period not to exceed 15 years. The
monthly payment amount will be redetermined annually by dividing the
participant's current deferral account balance at the beginning of the year by
the number of remaining years in the payment period based on the participant's
retirement payment election. The unpaid balance of the deferred compensation
account will continue to earn a rate of return as specified in Section 3.2 of
the plan. The final installment will be the balance of the participant's
deferred compensation account including gains or losses credited to the account
during the last year of the payout period.

         Once made, a participant's election with respect to the form of
distribution as described in this Section 4.1 shall be irrevocable; provided,
however (1) that upon the request of a participant or beneficiary whose account
is in the process of an installment distribution, the Committee may, in its sole
discretion and without obligation to do so, accelerate any or all payments
credited to said participant or beneficiary and (2) that if at any time the
balance of an account that is in the process of an installment distribution
falls below $25,000 the Committee may, in its sole discretion and without
obligation to do so, pay out the remaining balance in the form of a lump sum.




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         Section 4.2 Scheduled In-Service Distributions. Although distribution
of the amount credited to a participant's account will in all cases begin upon
the participant's termination of employment for any reason as described in
Section 4.1 above, a participant may, at the time he or she first elects to
participate in the Plan, elect to take one or more scheduled in-service
distributions of certain amounts on certain dates as indicated by the
Participant in his or her Deferral Election Form; provided, however, that the
minimum amount of any such scheduled in-service distribution shall be $5,000 and
that the participant may in no event elect a total of more than 6 such
distributions. All such distributions shall be made in the form of a lump sum.

         Once made, a participant's election with respect to scheduled
distributions as described in this Section 4.2 shall be irrevocable; provided,
however, (1) that the participant may revoke his or her election with respect to
any scheduled distribution by submitting a written notice to the Committee
before the earlier of (a) 30 days prior to the first day of the calendar year in
which the distribution is scheduled to take place as set forth in the
participant's Deferral Election Form or (b) 6 months prior to the date of the
scheduled distribution as set forth in the participant's Deferral Election Form
and (2) that the participant's termination of employment for any reason will be
deemed to nullify any such election.

         Section 4.3 Death. If a participant should die before distribution of
the full amount of any account described in this Plan has been made to the
participant, any remaining amounts shall be distributed to the beneficiary
designated by the participant in the form attached or in such other form as may
be determined by the Committee (the "Beneficiary Designation Form"). Except as
otherwise provided herein, such amounts shall be distributed to the
participant's designated beneficiary in the form designated by the participant
in his or her Deferral Election Form. A participant may change his or her
beneficiary designation at any time by submitting a new Beneficiary Designation
Form to the Committee. If a participant has not designated a beneficiary, or if
no designated beneficiary is living on the date of distribution, then,
notwithstanding any provision herein to the contrary, such amounts shall be
distributed to such participant's estate in a lump sum distribution as soon as
administratively feasible following such participant's death.

         Section 4.4 Hardship Withdrawals. In the event a participant incurs an
unforeseeable emergency, the participant may make a written request to the
Company for a hardship withdrawal from his or her account established under the
Plan. An unforeseeable emergency is a severe financial hardship to the
participant resulting from a sudden and unexpected illness or accident of the
participant or a dependent (as defined in Section 152(a) of the Code) of the
participant, loss of the participant's property due to casualty, or other
similar extraordinary and unforeseeable circumstances arising as a result of
events beyond the control of the participant. Withdrawal amounts because of an
unforeseeable emergency are only permitted to the extent reasonably needed to
satisfy the emergency need. This section shall be interpreted in a manner
consistent with Sections 1.457-2(h)(4) and 1.457-2(h)(5) of the Treasury
Regulations.

         Section 4.5 Other Withdrawals. Anything herein to the contrary
notwithstanding, if, at any time, a court or the Internal Revenue Service
determines that an amount in a participant's account is includable in the gross
income of the participant and subject to tax, the Committee




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may, in its sole discretion, permit a lump sum distribution of an amount equal
to the amount determined to be includable in the participant's gross income.

         Section 4.6 Limit on Annual Distributions. Except as otherwise provided
by the Committee, the total distributions under the Plan in any calendar year
shall be limited to such amount as may be deductible by the Company for federal
income tax purposes under the Code.

         Section 4.7 Withholding; Unemployment Taxes. To the extent required by
law, the Company shall withhold from distributions those taxes required to be
withheld by the federal or any state or local government.

                                    ARTICLE V
                        AMENDMENT AND TERMINATION OF PLAN

         The Company reserves the right to amend or terminate the Plan at any
time. Any such termination shall be effective as of the end of the calendar year
during which notification is given to each participant. Notification will be by
first class mail, addressed to each participant at the participant's last known
address, or by such other method as may be commonly used by the Company to
communicate similar information if such notice is acknowledged by the
participant. Any amounts credited to an account of any participant shall remain
subject to the provisions of the Plan and distribution will not be accelerated
because of the termination of the Plan. No amendment or termination shall
directly or indirectly reduce the balance of any account described in this Plan
as of the effective date of such amendment or termination.

                                   ARTICLE VI
                                CLAIMS PROCEDURE

         Section 6.1. Claims Reviewer. For purposes of handling claims with
respect to this Plan, the "Claims Reviewer" shall be the Committee, unless
another person or organizational unit is designated by the Company as Claims
Reviewer.

         Section 6.2. Claims Procedure. An initial claim for benefits under the
Plan must be made by the participant or his or her beneficiary in accordance
with the terms of the Plan through which the benefits are provided. Not later
than 90 days after receipt of such a claim, the Claims Reviewer will render a
written decision on the claim to the claimant, unless special circumstances
require the extension of such 90-day period. If such extension is necessary, the
Claims Reviewer shall provide the Participant or the Participant's beneficiary
with written notification of such extension before the expiration of the initial
90-day period. Such notice shall specify the reason or reasons for such
extension and the date by which a final decision can be expected. In no event
shall such extension exceed a period of 90 days from the end of the initial
90-day period. In the event the Claims Reviewer denies the claim of a
participant or the beneficiary in whole or in part, the Claims Reviewer's
written notification shall specify, in a manner calculated to be understood by
the claimant, the reason for the denial, a reference to the Plan or other
document or form that is the basis for the denial, a description of any
additional material or information necessary for the claimant to perfect the
claim, an explanation as to why




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such information or material is necessary, and an explanation of the applicable
claims procedure. Should the claim be denied in whole or in part and should the
claimant be dissatisfied with the Claims Reviewer's disposition of the
claimant's claim, the claimant may have a full and fair review of the claim by
the Company upon written request therefore submitted by the claimant or the
claimants duly authorized representative and received by the Company within 60
days after the claimant receives written notification that the claimant's claim
has been denied. In connection with such review, the claimant or the claimant's
duly authorized representative shall be entitled to review pertinent documents
and submit the claimant's views as to the issues, in writing. The Company shall
act to deny or accept the claim within 60 days after receipt of the claimant's
written request for review unless special circumstances require the extension of
such 60-day period. If such extension is necessary, the Company shall provide
the claimant with written notification for such extension before the expiration
of such initial 60-day period. In all events, the Company shall act to deny or
accept the claim within 120 days of the receipt for the claimant's written
request for review. The action of the Company shall be in the form of a written
notice to the claimant and its contents shall include all of the requirements
for action on the original claim. In no event may a claimant commence legal
action for benefits the claimant believes are due the claimant until the
claimant has exhausted all of the remedies and procedures afforded the claimant
by this Article.

                                   ARTICLE VII
                                  MISCELLANEOUS

         Section 7.1 Unfunded Plan. The Company intends to establish and fund
the Quintiles Transnational Corp. Elective Deferred Compensation Trust (the
"Rabbi Trust.") The assets of the Rabbi Trust shall be subject to the claims of
the Company's creditors. To the extent any benefits provided under the Plan are
actually paid from the Rabbi Trust, the Company shall have no further obligation
with respect thereto, but to the extent not so paid, such benefits shall remain
the obligation of, and shall be paid by, the Company. Participants and their
beneficiaries, heirs, successors and assigns shall have no legal or equitable
rights, interest or claims in any specific property or assets of the Company,
nor shall they be beneficiaries of, or have any rights, claims or interests in
any life insurance policies, annuity contract, or the proceeds therefrom owned
or which may be acquired by the Company (the "Policies"). Apart from the Rabbi
Trust, such Policies or other assets of the Company shall not be held under any
trust for the benefits of participants, their beneficiaries, heirs, successors
or assigns, or held in any way as collateral security for the fulfilling of the
obligations of the Company under this Plan. Any and all of the Company's assets
and Policies shall be, and remain, the general, unpledged, unrestricted assets
of the Company and available to its general creditors in the event of bankruptcy
or insolvency.. The Company's obligation under the plan shall be merely that of
an unfunded and unsecured promise of the Company to pay money in the future and
the Plan shall at all times be considered entirely unfunded both for tax
purposes and for purposes of Title I for the Employee Retirement Income Security
Act of 1974, as amended.

         Section 7.2 Expenses. Expenses of administration shall be paid by the
Company. The Committee shall be entitled to rely on all tables, valuations,
certificates, opinions, data and



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reports furnished by any actuary, accountant, controller, counsel or other
person employed or retained by the Company with respect to the Plan.

         Section 7.3 Rights Under Plan. The sole rights of a participant or
beneficiary under this Plan shall be to have this Plan administered in
accordance with its terms, to receive whatever benefits he or she may be
entitled to hereunder, and nothing in the plan shall be interpreted as a
guaranty that any funds in any trust which may be established in connection with
the Plan or assets of the Company will be sufficient to pay any benefit
hereunder. Further, the adoption and maintenance of this Plan shall not be
construed as creating any contract of employment between the Company and any
participant. The Plan shall not affect the right of the Company to deal with any
participants in employment respects, including their hiring, discharge,
compensation, and conditions of employment.

         Section 7.4 Distributions to Incompetent Persons. The Committee may
from time to time establish rules and procedures which it determines to be
necessary for the proper administration of the Plan and the benefits payable to
an individual in the event that individual is declared incompetent and a
conservator or other person legally charged with that individual's care is
appointed. Except as otherwise provided herein, when the Committee determines
that such individual is unable to manage his or her financial affairs, the
Committee may pay such individual's benefits to such conservator, person legally
charged with such individual's care, or institution then contributing toward or
providing for the care and maintenance of such individual. Any such payment
shall constitute a complete discharge of any liability of the Company and the
Plan for such individual.

         Section 7.5 Change in Control. The Plan may continue after a sale of
assets of the Company, or a merger or consolidation of the Company with or into
another corporation or entity only if and to the extent that the transferee,
purchaser or successor entity agrees to continue the Plan. In the event that the
Plan is not continued by the transferee, purchaser or successor entity, then the
Plan shall be terminated subject to the provisions of Article IV.

         Section 7.6 Nonassignability. Neither a participant, nor his or her
designated beneficiary, nor any other beneficiary under this Plan shall have any
power or right to transfer, assign, anticipate, hypothecate or otherwise
encumber all or any part of the amounts payable hereunder. No such amounts shall
be subject to seizure by any creditor of such beneficiary, by a proceeding at
law or in equity, nor shall such amounts be transferable by operation of law in
the event of bankruptcy, insolvency or death of the participant, his or her
designated beneficiary, or any other beneficiary hereunder. Any such attempted
assignment or transfer shall be void.

         Section 7.7 Notice. Any notice or filing required or permitted to be
given to the Committee or the Company under the Plan shall be sufficient if in
writing and hand delivered, or sent by registered or certified mail, to the
principal office of the Company directed to the attention of the Secretary of
the Company. Such notice shall be deemed given as of the date of delivery or, if
delivery is made by mail, as of the date shown on the postmark on the receipt
for registration or certification.




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         Section 7.8 Current Address. Each participant shall keep the Company
informed of his or her current address and the current address of his or her
designated beneficiary. The Company shall not be obligated to search for any
person. If such person is not located within 3 years after the date on which
payment of the participant's benefits payable under this Plan may first be made,
payment may be made as though the participant or his or her beneficiary had died
at the end of such 3-year period.

         Section 7.9 Governing Law. All questions pertaining to the
construction, validity and effect of the Plan shall be determined in accordance
with the laws of the United States and to the extent not preempted by such laws,
by the laws of the State of North Carolina.



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                          QUINTILES TRANSNATIONAL CORP.
                       ELECTIVE DEFERRED COMPENSATION PLAN

                             DEFERRAL ELECTION FORM

I.       I hereby elect to have the following amount deducted from my
         compensation:

         ________% (no more than 50%) of my annual base cash salary without
                 cash bonuses; and

         ________% (up to 100%) of my cash bonuses, if any.

NOTE:    ELECTIONS SHALL REMAIN EFFECTIVE UNTIL CHANGED OR SUSPENDED. A
         PARTICIPANT MAY CHANGE THE AMOUNT OF, OR SUSPEND, FUTURE DEFERRALS WITH
         RESPECT TO COMPENSATION OTHERWISE PAYABLE TO HIM OR HER FOR CALENDAR
         YEARS BEGINNING AFTER THE DATE OF CHANGE OR SUSPENSION BY FILING A
         WRITTEN NOTICE WITH THE COMMITTEE. IF A PARTICIPANT ELECTS TO SUSPEND
         DEFERRALS, THE PARTICIPANT MAY MAKE A NEW ELECTION TO AGAIN BECOME A
         PARTICIPANT IN THE PLAN. ANY NEW ELECTION TO DEFER PAYMENT OF
         COMPENSATION MUST BE MADE BEFORE THE BEGINNING OF THE CALENDAR YEAR FOR
         WHICH THE COMPENSATION IS PAYABLE.

II.      I hereby elect the following form of distribution for the amounts
         credited to my account and any earnings thereon:

         >        Lump Sum Distribution

         >        Monthly Installments over ________ (no more than 15) years

NOTE:    ONCE MADE, A PARTICIPANT'S ELECTION WITH RESPECT TO THE FORM OF
         DISTRIBUTION SHALL BE IRREVOCABLE; PROVIDED, HOWEVER (1) THAT UPON THE
         REQUEST OF A PARTICIPANT OR BENEFICIARY WHOSE ACCOUNT IS IN THE PROCESS
         OF AN INSTALLMENT DISTRIBUTION, THE COMMITTEE MAY, IN ITS SOLE
         DISCRETION AND WITHOUT OBLIGATION TO DO SO, ACCELERATE ANY OR ALL
         PAYMENTS CREDITED TO SAID PARTICIPANT OR BENEFICIARY AND (2) THAT IF AT
         ANY TIME THE BALANCE OF AN ACCOUNT THAT IS IN THE PROCESS OF AN
         INSTALLMENT DISTRIBUTION FALLS BELOW $25,000 THE COMMITTEE MAY, IN ITS
         SOLE DISCRETION AND WITHOUT OBLIGATION TO DO SO, PAY OUT THE REMAINING
         BALANCE IN A LUMP SUM. IN ADDITION, HARDSHIP WITHDRAWALS ARE AVAILABLE
         FOR UNFORSEEABLE EMERGENCIES AS DESCRIBED IN THE PLAN.


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III.      I hereby elect to receive scheduled in-service distributions of the
          amounts credited to my account and any earnings thereon as follows:

          Amount of Distribution     Date of Distribution

          $________                  ________
          $________                  ________
          $________                  ________
          $________                  ________
          $________                  ________
          $________                  ________


NOTE:    THE MINIMUM AMOUNT OF ANY SUCH SCHEDULED  IN-SERVICE  DISTRIBUTION
         SHALL BE $5,000. A PARTICIPANT MAY NOT ELECT A TOTAL OF MORE THAN 6
         SUCH  DISTRIBUTIONS.  ALL SUCH  DISTRIBUTIONS  SHALL BE MADE IN THE
         FORM OF A LUMP SUM. ONCE MADE, A PARTICIPANT'S  ELECTION WITH RESPECT
         TO SCHEDULED  IN-SERVICE  DISTRIBUTIONS  SHALL BE IRREVOCABLE;
         PROVIDED,  HOWEVER,  (1) THAT THE PARTICIPANT MAY REVOKE HIS OR HER
         ELECTION WITH RESPECT TO ANY  SCHEDULED  IN-SERVICE  DISTRIBUTION  BY
         SUBMITTING A WRITTEN  NOTICE TO THE  COMMITTEE  BEFORE THE EARLIER  OF
         (A) 30 DAYS  PRIOR  TO THE  FIRST  DAY OF THE  CALENDAR  YEAR IN  WHICH
         THE  DISTRIBUTION  IS SCHEDULED TO TAKE PLACE AS SET FORTH IN THE
         PARTICIPANT'S  DEFERRAL  ELECTION  FORM OR (B) 6 MONTHS PRIOR TO THE
         DATE OF THE SCHEDULED IN-SERVICE  DISTRIBUTION AS SET FORTH IN THE
         PARTICIPANT'S  DEFERRAL ELECTION FORM AND (2) THAT THE  PARTICIPANT'S
         TERMINATION  OF EMPLOYMENT  FOR ANY REASON WILL BE DEEMED TO NULLIFY
         ANY SUCH ELECTION.

This Deferral Election Form is signed as of this _____ day of ________, _____.


                                                 _______________________________
                                                 Employee Signature

                                                 _______________________________
                                                 Employee Name (Please Print)

                                                 _______________________________
                                                 Employee Social Security Number

Received on:_____________________
By:____________________________


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                          QUINTILES TRANSNATIONAL CORP.
                       ELECTIVE DEFERRED COMPENSATION PLAN

                            INVESTMENT ELECTION FORM

         I hereby elect to have all amounts credited to my Deferred Compensation
Account credited or debited no less frequently than quarterly by an amount equal
to the gains or losses that would have been generated if the account had been
invested in one or more of the following funds:

         Fund Manager               Fund                  Allocation Percentage

1.       [NAME OF FUND MANAGER]     [NAME OF FUND]        ________%
2.                                                        ________%
3.                                                        ________%
4.                                                        ________%
5.                                                        ________%

NOTE:    ALLOCATIONS MUST BE MADE IN INCREMENTS OF 10%. NO MORE THAN [NUMBER]
         FUNDS MAY BE ELECTED. CHANGES IN SUCH ALLOCATIONS, TO BE EFFECTIVE FOR
         THE FOLLOWING CALENDAR QUARTER, MUST BE SUBMITTED AT LEAST 30 DAYS
         PRIOR TO THE FIRST DAY OF SUCH CALENDAR QUARTER. THE LIST OF FUNDS IS
         SUBJECT TO CHANGE AT THE DISCRETION OF THE COMMITTEE. THE COMMITTEE
         RESERVES THE RIGHT TO SHIFT ANY ALLOCATION PERCENTAGE DESIGNATED FOR A
         FUND ELIMINATED FROM THE LIST TO THE FUND THAT IT DETERMINES, IN ITS
         DISCRETION, MOST CLOSELY RESEMBLES THE ELIMINATED FUND.

This Investment Election Form is signed as of this ____ day of ________, _____.


                                                 _______________________________
                                                 Employee Signature

                                                 _______________________________
                                                 Employee Name (Please Print)

                                                 _______________________________
                                                 Employee Social Security Number

Received on:_____________________
By:____________________________



<PAGE>   12

                          QUINTILES TRANSNATIONAL CORP.
                       ELECTIVE DEFERRED COMPENSATION PLAN

                          BENEFICIARY DESIGNATION FORM

         If I die before distribution of the full amount of my account has been
made to me, any remaining amounts shall be distributed in the form designated by
me in my Deferral Election Form to the following persons in the following
amounts:

Primary Beneficiary(ies):

         Name                       %       Address
         ----                       -       -------
         _________________________  ____    ____________________________________
         _________________________  ____    ____________________________________
         _________________________  ____    ____________________________________

Contingent Beneficiary(ies):

         Name                       %       Address
         ----                       -       -------
         _________________________  ____    ____________________________________
         _________________________  ____    ____________________________________
         _________________________  ____    ____________________________________

NOTE:    BENEFICIARIES WILL BE PRESUMED TO SHARE EQUALLY UNLESS PERCENTAGES ARE
         INDICATED. A PARTICIPANT MAY CHANGE HIS OR HER BENEFICIARY DESIGNATION
         AT ANY TIME BY SUBMITTING A NEW BENEFICIARY DESIGNATION FORM TO THE
         COMMITTEE.

         I hereby revoke any previous beneficiary designations I may have made.

         This Beneficiary Designation Form is signed as of this _________ day of
________, _____.


                                                 _______________________________
                                                 Employee Signature

                                                 _______________________________
                                                 Employee Name (Please Print)

                                                 _______________________________
                                                 Employee Social Security Number

Received on:_____________________
By:____________________________