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                                                                  Exhibit 10.63

  CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR
CONFIDENTIAL TREATMENT PURSUANT TO RULE 24b-2 UNDER THE SECURITIES EXCHANGE ACT
       OF 1934. THE OMITTED PORTIONS HAVE BEEN FILED SEPARATELY WITH THE
                      SECURITIES AND EXCHANGE COMMISSION.

                               SERVICES AGREEMENT

         This Services Agreement is entered into this 26 day of July, 1999 by
and between Centocor, Inc. ("Centocor") and Nova Factor, Inc. ("NFI").

         WHEREAS, Centocor and NFI have entered into a Distribution and
Services Agreement dated August 28, 1998 ("Distribution Agreement"), and

         WHEREAS, Centocor desires that NFI provide additional services under
the Distribution Agreement and the parties desire to amend the Distribution
Agreement to evidence their agreement that NFI will provide these services.

         NOW THEREFORE, in consideration of the promises and mutual covenants
herein contained, the parties hereto agree as follows:

         1. Section 6 of the Distribution Agreement is amended effective
February 1, 1999 by adding at the end thereof the following new sections:

         6.2      (a). In addition to the other services to be provided by NFI
                  under this Agreement, NFI shall act as a supplier of Product
                  to participants in Centocor's Remicade(TM) Patient Assistance
                  Program (the "Program"). Patients requiring financial
                  assistance will be identified either through the
                  reimbursement hotline program at the Hotline Provider or
                  through the AOB/triage program at NFI. NFI will refer
                  patients requiring financial assistance to Centocor's
                  designated reimbursement hotline services provider ("Hotline
                  Provider") for application to the Program. The Hotline
                  Provider will provide NFI with a copy of the acceptance
                  criteria for the Program to help minimize inappropriate
                  referrals to the Program Centocor, acting through the Hotline
                  Provider, shall have sole responsibility for enrolling
                  participants in the Program. Upon enrollment by Centocor of a
                  participant in the Program (each a "Program Participant"),
                  the Hotline Provider shall notify NFI of the name, address
                  and telephone number of the Program Participant and shall
                  send complete patient information, including physician's
                  name, phone number, infusion location, scheduled infusion
                  date, and a copy of the applicable prescription form for the
                  Program Participant. Within 2 business days of receipt of
                  notice under the preceding sentence, NFI shall contact the
                  physician's office for a verbal prescription for medication,
                  and to reconfirm the infusion date. NFI employees will
                  identify themselves as NFI employees who are calling to
                  arrange a shipment for the Program


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                  (b). Centocor shall immediately deliver a quantity of Product
                  to NFI which Centocor estimates to be sufficient to provide
                  Product to Program Participants. NFI shall supply Product to
                  Program Participants from a separate inventory designated by
                  Centocor for use in the Program ("Designated Inventory")
                  supplied by Centocor and delivered to and stored at NFI's
                  warehouse in Memphis, Tennessee, provided however that if NFI
                  does not have Designated Inventory on hand, NFI may at its
                  option, supply Product from its own inventory. Product which
                  is supplied to the Program from NFI's own inventory will be
                  replaced by Centocor at no cost to NFI in the same time frame
                  as Designated Inventory which has been shipped by NFI is
                  replaced. NFI shall deliver Product to the physician's
                  office. If the Program Participant requests delivery of
                  Product to a location other than his or her physician's
                  office, or if the physician refuses to accept delivery of the
                  Product, NFI shall work with the Program Participant to
                  determine an alternate shipping destination. Upon
                  determination of an alternate shipping location, NFI shall
                  ship the Product in accordance with this section. NFI will
                  ship Product on a just-in-time basis. The dosage shipped
                  shall be based on the patient's actual weight to avoid over-
                  or under- supply. A supply kit will be included with every
                  shipment, and NFI's staff will be trained to answer questions
                  about selection of DEHP-free supplies. For approved patients
                  being treated for fistula, NFI win ship all three doses (and
                  supply kits) at the same time. NFI shall package and ship
                  Product to Program Participants in accordance with the terms
                  of the Distribution Agreement.

                  (c). NFI will provide clinical support for infusion nurses to
                  help with set up of the infusion apparatus, drug preparation,
                  administration, and patient monitoring. NFI will calculate
                  the infusion rate to help nurses unfamiliar with setting drip
                  rates for gravity infusion, and will be available 24 hours
                  per day for questions. Centocor-approved educational
                  materials wilt be included with every shipment.

                  (d). Except as otherwise stated herein below, tide to
                  Designated Inventory and risk of loss shall remain in
                  Centocor. NFI shall not be responsible for loss or damage to
                  the Product after it leaves NFI's facility. Title to
                  Designated Inventory shall pass from Centocor upon the
                  shipment to the Program Participant in those instances where
                  NFI supplies Product from its own inventory, title shall pass
                  from NFI to the Program Participant, however, Centocor agrees
                  to be responsible for loss or damage to the Product after it
                  leaves NFI's facility. Shipments to Program Participants
                  shall be identified separately in the Database and in reports
                  provided to Centocor under the Agreement. NFI win report
                  sales, prescriber, and outcome data to Centocor
                  electronically. NFI shall be responsible for all Designated
                  Inventory lost, stolen, or damaged as a result of NFI's

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                  negligent or willful acts or omissions while said inventory
                  is in NFI's possession.

                  (e). NFI shall have no obligation to verify information
                  concerning the Program Participant's insurance status or
                  financial condition. If NFI becomes aware of a change in the
                  Program Participant's insurance status or financial
                  condition, NFI shall immediately notify Centocor or the
                  Hotline Provider. NFI shall not ship Product to a Program
                  Participant under this Section after NFI receives written
                  notice from Centocor or the Hotline Provider that the Program
                  Participant is no longer eligible to participate in the
                  Program.

                  (f). At the end of each month, NFI shall furnish to Centocor
                  a report (the "Supply Report") specifying for each shipment
                  of Product to a Program Participant (i) the name and address
                  of the Program Participant, (ii) the name and address of the
                  Program Participant's physician, (iii) the date on which the
                  order was received, (iv) the date on which Product was
                  shipped to the Program Participant and the address to which
                  such Product was shipped, (v) the quantity of Product shipped
                  to the Product Participant, and (vi) the total quantity of
                  Product shipped to all Program Participants during the month.
                  Within thirty days of receipt of the Supply Report for any
                  month, Centocor shall ship replacement inventory to NFI in an
                  amount equal to the Product shipped by NFI from the
                  Designated Inventory as shown on the Supply Report.

                  (g). Upon termination of this Agreement, all Centocor
                  Designated Inventory shall be returned to Centocor with
                  Centocor paying the cost of freight from NFI's warehouse to
                  Centocor's offices.

         6.3.     In consideration of the services rendered by NFI to Centocor
                  under Section 6.2, Centocor shall pay to NFI *. A * will be
                  defined as one dose for patients *, and * for patients with
                  *. NFI shall invoice Centocor at the end of each month for
                  amounts due hereunder with respect to Product shown in the
                  Supply Report for such month. The amount due for any month as
                  shown on the applicable invoice shall be payable *.

         2.       Except as otherwise expressly set forth herein, all of the
terms and conditions of the Distribution Agreement shall remain in full force
and effect.



*Omitted information is the subject of a request for confidential treatment
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 and has been
filed separately with the Securities and Exchange Commission.


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         IN WITNESS WHEREOF, the parties have executed this Agreement on the
date first above written.

                                 CENTOCOR, INC.


                                 By:   /s/ Illegible
                                    -----------------------------------

                                 Title:
                                       --------------------------------


                                 NOVA FACTOR, INC.


                                 By:   /s/ Randy Grow
                                    -----------------------------------


                                 Title:   President
                                       --------------------------------


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