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Exhibit 10.5


                            CHANGE IN TERMS AGREEMENT

 Principal     Loan Date       Maturity       Loan No.     Officer
$250,000.00    06-09-2009     06-09-2010      93061000       RK

References  in the boxes  above are for  Lender's  use only and do not limit the
applicability  of this document to any  particular  loan or item. Any item above
containing ''' has been omitted due to text length limitations.

Borrower:  Amexdrug Corporation; Dermagen, Inc.; Biorx Pharmaceuticals, Inc.;
           Royal Health Care, Inc.; and Allied Med Inc.
           8909 West Olympic Boulevard, Suite 208
           Beverly Hills, CA 90211


Lender:   National Bank of California
          Corporate Banking Department
          145 South Fairfax Avuenue
          Los Angeles, CA  90036

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Principal Amount: $250,000.00                    Date of Agreement: June 9, 2009

DESCRIPTION  OF EXISTING  INDEBTEDNESS:  The  Promissory  Note and Business Loan
Agreement  dated June 23, 2008 and subsequent  Change In Terms  Agreement  dated
March 3, 2009 in the amount of $150,000.00.

DESCRIPTION OF CHANGE IN TERMS: The Maturity of the Note is hereby extended from
June 9, 2009 to June 9, 2010.

The  Principal  Amount  of the Note is  hereby  increased  from  $150,000.00  to
$250,000.00.

The interest rate floor on the Note is hereby increased from 6.000% to 7.000%.

The  "AFFIRMATIVE  CONVENANTS"  section of the Business Loan Agreement Is hereby
amended as follows:

Interim  Statements.  As soon as  available,  but in no event later than 45 days
after the end of each fiscal  quarter,  Borrower's  balance sheet and profit and
loss statement for the period ended, prepared by Borrower.

Tangible  Net Worth  Requirements:  Borrower's  Net Worth  shall  increase  on a
semi-annual basis,

Concurrently  herewith a  Subordination  Agreement shall be executed by Borrower
and Nora Y. Amin as Creditor, as a condition of the Change in Terms.

CONTINUING  VALIDITY.  Except as expressly changed by this Agreement,  the terms
,of the original obligation or obligations,  including all agreements  evidenced
or securing the  obligation(s),  remain  unchanged and In full force and effect.
Consent  by Lender to this  Agreement  does not waive  Lender's  right to strict
performance of the  obligation(s)  as changed,  nor obligate  Lender to make any
future change in terms. Nothing in this Agreement will constitute a satisfaction
of the obligation(s).  it is the intention of Lender to retain as liable parties
all makers or endorsers of the original  obligation(s),  including accommodation
parties, unless a party is expressly released by Lender in writing. Any maker or
endorser, including accommodation makers, will not be released by virtue of this
Agreement.  if any person who signed the original  obligation does not sign this
Agreement below,  then all persons signing below acknowledge that this Agreement
is  given  conditionally,  based  on  the  representation  to  Lender  that  the
non-signing  party  consents to the changes and  provisions of this Agreement or
otherwise  will not be  released  by it.  This  waiver  applies  not only to any
Initial  extension,  modification  or release,  but also to all such  subsequent
actions.

PRIOR TO SIGNING THIS AGREEMENT, BORROWERS READ AND UNDERSTOOD ALL PROVISIONS OF
THIS AGREEMENT. BORROWERS AGREES TO THE TERMS OF THE AGREEMENT.

BORROWER:


By:  /s/ Jack M. Amin
   ----------------------------------------------
   Jack M. Amin, President/Secreatury of Amexdrug
   Corporation

   AMEXORUG CORPORATION


DERMAGEN, INC.

By:  /s/ Jack M. Amin
   ----------------------------------------------
   Jack M. Amin, President/Secreatury of Dermagen,
   Inc.


BIORX PHARAMACEUTICALS, INC.

By:  /s/ Jack M. Amin
   ----------------------------------------------
   Jack M. Amin, President/Secreatury of Biorx
   Pharamaceuticals, Inc.


ROYAL HEALTH CARE, INC.

By:  /s/ Jack M. Amin
   ----------------------------------------------
   Jack M. Amin, President/Secreatury of Royal
   Health Care, Inc.


ALLIED MED INC.

By:  /s/ Jack M. Amin
   ----------------------------------------------
   Jack M. Amin, President/Secreatury of Allied
   Med Inc.

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<PAGE>
                            CHANGE IN TERMS AGREEMENT
Loan No: 930610000                 (Continued)                            Page 2





PRIOR TO SIGNING THIS  AGREEMENT,  GUARANTORS READ AND UNDERSTOOD ALL PROVISIONS
OF THIS AGREEMENT. GUARANTORS AGREES TO THE TERMS OF THE AGREEMENT.


GUARANTOR:


By:  /s/ Jack M. Amin
   ----------------------------------------------
   Jack M. Amin, Individually


By:  /s/ Jack M. Amin
   ----------------------------------------------
   Jack M. Amin















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